A pure and simple heart
by wolfmotherx513
Summary: one fateful night will lead Ruby Rose on an adventure to many worlds, where she will meet a young boy and his companions... a talking dog and duck? well, it's not the strangest thing she's seen today. now if only she had crescent rose and find out why she has a giant key like the boy she just met.
1. Chapter 1 station of awakening

The scene opens up to a barren wasteland that looked like a huge battle took place and scared the lands. We then look up to see a sky full of storm clouds. Every few seconds, lightning could be seen dancing across the sky as what looks like a red comet coming from the heavens, tearing through the clouds like a scythe through wheat.

_I've been having all these strange dreams._

[these strange dreams.]

We get closer to the comet and see that it's really a young girl wearing a red cloak falling from the sky with a fiery red aura surrounding her, but even though she was plummeting through the air at breakneck speeds, the young girl was soundly asleep.

_They're all so unreal, yet I can't seem to shake them off as just another dream I'd forget like any other._

[They're all so unreal,]

[Like any other.]

As the young girl falls faster and faster down towards the earth, the lighting from the clouds lashes out, striking out against the young girl and an almost animalistic fashion.

_They keep coming to me, are they trying to tell me something?_

[keep coming.]

[Tell me something?]

As the young girl got closer to the ground the attacks from the lighting increased, up to the point when she was about to hit the ground, the sky above her unleashed one finale bolt the shot down with the force of heaven.

And as soon as the bolt of lightning hit her, the area was concealed with a brilliant shine that soon swept through, like a sea of light. Leaving nothing in its wake…

Station of awakening.

The scene soon changes to pitch black as the same girl faded into the black abyss, and continued her descent. She kept falling for what seemed like hours, though that was not a problem for someone who was sleeping. As she descended down into the darkness, soft light at the bottom started to peek through the curtains of darkness and shine up towards the girl, stirring her awake in the process. The young girl opened her eyes, eyes that were silver in color.

As the girl looked down to see where the light was coming from, she saw an enormous, illuminated stained-glass pillar tinted crimson, rising from unseen depths. It was a breathtaking sight, and it even had a flat top for her to land on. There was even an image on the surface of the pillar of two people.

The first person was a young boy with gravity-defying brown hair and slightly tan skin, his outfit was also unique. Large yellow shoes, a white and black jacket as well as a red jumpsuit and a pair of white with yellow gloves with crown necklace adorning his neck, and a chain made up of little crowns sticking out of his pocket. But the most noticeable part was the weapon grasped in his hand. A giant key!

It looked like a classic skeleton key approximately 3.5' long, with a long silver Keychain extending from the hilt, and token on the end of the Keychain. The token is formed from three spheres that almost looked like a mouse head. The blade and teeth of the key sword were silver, the rainguard is blue, and the guard is bright gold. The teeth of the Key form the outline of a crown which matches the crown charm the boy wears.

The second person was a surprise because it was her!?

On the opposite side of the boy was the young girl with fair-skinned and neck-length, choppy hair that gradients to dark red at the tips.

She wore a black long-sleeved dress with a high collar, and red trim on the sleeves, a black waist cincher with red lacing up the front and around her skirt has a red trim. She also wears a pair of thick black stockings and black combat boots with red laces and trims around the top and red soles.

Her outfit is topped by a red hooded cloak fastened to her shoulders by cross-shaped pins. There was an emblem which appears as a large silver flaming rose brooch and is pinned to a wide black belt slung around her hips on an angle, which also carries a pouch.

As the young girl floated down towards the pillar seems her body seems to move on its own as she maneuvers around until she's able to gently land on the surface. Looking around in wonder, the young girl nearly jumps as a gentle voice could be heard all around her.

_Don't be scared, take your time while you still can…_

Taking a step forward, the young girl while trying to find out where that voice was coming from. But as soon as she made it to the center of the platform, three lights shone down like spotlight to a play, and three small platforms appeared where the lights shone.

_There is great power within you…_

_If you give it shape, it shall give you strength…_

_Choose well..._

As the voice said that three objects appeared, one for each platform. A sword, a shield, and a rod were placed in front of her waiting to be picked.

Raising a brow, the young girl walked towards the items, though the closer she got, the more she noticed she was being drawn towards the sword. As soon as she was in front of the blade, she noticed it looked like a generic short sword with a black symbol on the hilt that looked like the mouse token on the keychain of the boy's weapon. It also had a blue handle, and the pommel is simple and golden in color.

As she grabbed the blade, she heard the voice again speak to her.

_The power of the warrior. Invincible courage. A sword of terrible destruction._

_But also whose strength is courage: the will to stand against anything._

_Is this the power you seek?_

The girl was about to say no but stopped when she was told the lighter side of it, and as soon as she heard it, her choice was clear. Lifting the sword up in the air, the girl hoped the voice could see her decision.

_You have chosen the power of the warrior._

As soon as those words were said, the sword within her hand disappeared into a flurry of lights. Shocking her and almost causing her to fall down from the shock.

_Now choose to give up something in exchange._

Shaking her head, the young girl took up a thoughtful stance as she looked between the shield and rod. After a few seconds, the girl walked up to the shield and took hold of the shield, which she noted also had the mouse symbol.

_The power of the guardian. Kindness to aid friends._

_A shield to protect loved ones and to repel all._

The girl immediately put down the shield and taking a few steps back, there was no way she could ever give up that!

Taking a second to take a few breaths the young girl soon turns her attention to the rod, which was adorned with a blue crystal in shape of the mouse symbol.

_The power of the mystic. Inner strength. A staff of wonder and ruin._

_With power, the eye could never see._

Mulling over this bit of knowledge the girl soon nodded and raised the rod up into the air, it then disappeared like the sword.

The platforms soon disappeared, and the three lights faded away.

_You have chosen the power of the warrior and gave up the power of the mystic and kept the power of the guardian._

_Is this the form you shall take?_

The young girl looked up and gave a determined look, then a nod to the voice.

_Very well…_

The platform under the girl soon shattered under her, and she plummeted towards the bottom, the young girl could only let out a scream as she closed her eyes in fear.

But instead of feeling the cold embrace of death, the girl felt the cold embrace of… snow?

Opening her eyes, the young girl looked around and saw that she was now standing near a snowy cliff. With a gravestone near the edge.

Walking towards it, the girl bent down and read what written on the gravestone.

Summer Rose.

Thus Kindly, I Scatter.

The young girl frowned as a tear slid down her cheek, wiping it away the girl got up and turned around and almost screamed when she saw three people standing in front of her.

The man in the middle of the group was a middle-aged man with tousled silver hair and thin brown eyes. He has a light complexion and sharp facial features. He wore shaded glass spectacles and a small, purple, cross-shaped pin on the cowl around his neck. His outfit mainly consists of an unzipped black suit over dark green, buttoned vest, and green shirt. He also wears black trouser shoes and long, dark-green pants. He was also leaning on a cane as he gave the young girl a stoic stare that felt as if he was staring into her soul. Judging her as if she was a piece of a puzzle or a piece on a chess board.

"What's most important to you?" the silver-haired man asked.

Caught off guard from his voice, the girl was left standing there staring at him as he waited patiently for her answer. Gulping the young girl answered.

"Friendship," she answered in a quiet voice while looking at the man, who gave out a hum after hearing her answer.

"Is that what truly matters?" he asked in a slightly condescending voice that made the young girl glare at him.

Letting out a huff, the girl turned towards the right of the middle man and came face to face with a slightly younger looking man who stared back at her with a bored look. He had graying black, spiky hair, dull red eyes and slight stubble along his jawline. Along with a red, tattered cloak, he wears a gray dress shirt with a long tail, black dress pants, and black dress shoes. But the most remarkable thing was that he had a huge sword hanging on his lower back.

The man pulled out a silver flask and took a few swigs before giving the young girl a cynical stare.

"What do you want outta life kiddo?" the man asked in a raspy voice.

"To be strong so I can help people," the girl said with a smile, but it was wiped away when the man let out a chuckle.

"Is that all kid?" the man asked, then laughed as the young girl stomped away from him.

Grumbling about drunk crows the girl went to the last person who was giving her a warm smile.

He was a man with blond hair that has two small strands sticking out from the top and blue eyes. His facial hair consists of a soul patch and small stubble along his jawline. On his right arm is a tattoo, which resembles a heart. His hair was once a bright shade of gold, but in his older age, it has notably grayed somewhat - still blond, but far more subdued.

He wears brown cargo shorts with a dark brown belt, black shoes, a red bandana on his left arm and a brown leather vest over a tan dress shirt with the right sleeve cut off. For armor, he wears a metal spaulder, leather vambrace and a brown fingerless glove all on his right arm.

"What are you most afraid of?" the man asked with a gentle tone that made the young girl smile. Though it yet again left her face as she answered.

"Being different," she mumbled while looking down. She then felt a hand being placed on her head as the man in front of her patted her head while giving her a smile.

"Don't worry, it can't be as bad as you think," the blond man said, which, caused the girl to smile.

"Right!" she cheered, but before she can say anything else, a bright light flashed in front of her blinding her and causing her to shield her eyes, as soon as the light died down the girl found herself back on top of the pillar.

_You value friendship._

_You want power, to protect your friends._

_You are afraid of being different._

_Your journey will be a hard one, but with friends and determination, you will make it through._

The girl was startled when another light flashed in her hands and the sword she chose earlier appeared in her hands.

_You have gained the power to fight._

Taking a few test swings with the sword, the young girl was thinking back during her time training and thinking of a dusty old crow forcing her to at least learn the basics with a sword. So wrapped with her thoughts, she almost didn't hear the voice speak.

_Use this power to protect yourself and others._

The girl looked up towards the sky trying to give the voice a confused look as she wondered what she had to worry about here.

_There will be times where you have to fight._

As soon as the voice said that, small little dark things with big heads and small bodies, with antennas, and glowing yellow eyes rose up from little dark portals eight in total. As the little monster started to scurry towards the girl, who took up a basic sword stance, the voice said on more thing.

_Make sure to keep you light burning strong._

With those last words, the little dark creatures lunged at the girl, but a swift dodge and a quick jab in the head reduced the monster's numbers down to two.

Not being deterred by their comrade's death, the other two rushed the red-cloaked girl but were quickly cut down by her leaving only four left.

Two of them sank into the ground much to the girl's shock and shifted towards her while the last two rushed her.

The young girl waited a second until all of her opponents were as close as they could be before jumping over the two that rushed her and swinging down as she flew over them. The two creatures popped out of existence as soon as the sword cleaved into their heads.

Now without backup, the last two that were still in the grounds flatten themselves so that they could attack, but the girl was too fast for those feeble forms of darkness. She rushed at them and stabbed the first one between the eyes, then yanked the blade out, performing a flourish then turning around, slashing the second one across the face, killing both in a quick and deadly fashion.

As soon as the last two disappeared the young girl pump out her chest in pride… not noticing another shadow creature appearing behind her and was creeping up to her.

_Behind you!_

Hearing the warning, the girl spun around the girl swung her sword and struck the little beast out of the air, causing it to burst into dark energy as it died. The girl let out a sigh of relief from avoiding an embarrassing death but jumped when she heard the voice speak again.

_Never let your guard down..._

The girl let out a nervous laugh while rubbing the back of her head. Yeah, she shouldn't let her guard down even to weak enemies.

_Follow the light to reach your destination._

Before the girl had a chance to ask what the voice meant by that a small bit of light appeared at the edge of the pillar, then the light shot up and turned into stained glass steps that led upward like a stairway.

Taking the voice advice and also seeing no reason to just stand around the young girl started walking up the makeshift staircase upwards some light she could see in the distance.

As what felt like hours the girl was making good progress, she was even able to see the source of the light! It was… another pillar?

As she made her way on top of the pillar, the girl was starting to wonder if she was walking in circles. The only difference with this pillar was that it was blue instead of red.

As the girl looked around, she didn't notice that her shadow was stretching out and raising up from the ground.

_The closer to the light you get, the greater your shadow becomes._

As the voice talked, the young girl swung around and saw her shadow loom over her with golden eyes.

_But don't be afraid._

Kind of too late for that the girl thought as she took up a fighting stance as she saw her shadow twist and reshape itself. It soon looked like a massive, muscular, humanoid monster with black skin. Its legs where rather short and its feet were very thin and curled upward. Its arms are quite long, and it has two relatively small, twisted wings on its back. There is a large, heart-shaped hole in the monster's abdominal area, which penetrates straight through from the front to the back. Its head is covered in dozens of twisted, black tentacles. Only its small, glowing yellow eyes are visible.

As the creature stomped towards the young girl and she took a few steps back, the voice continued.

_For you have the greatest weapon of all._

With those words, the fight began as the giant monster swung down with one of its mighty fists, intent on crushing you young girl in front of it.

Thankfully it's large size meant it was slow, which allowed the girl to jump to the side to avoid the strike. A good thing to because one strike from that thing caused the pillar to shake under their feet.

The girl gritted her teeth as she rushed towards the lower limb and started the slash it with a quick flurry of blows that cut into the creature's flesh and even severed a finger.

Recoiling the monster lashed out with surprising speed and swatted the red-cloaked girl away.

Rolling with the hit the girl got back to her feet and dashed towards the creature not giving it any breathing room.

The giant beast tried to slam down at the pest, but the girl rushed under the creature avoiding the hit while also slashing at the heels the beast as she ran past it.

With the deep wounds in its legs, the dark being fell to its knees and started to slam it's fist into the platform creating dark portals around it and summoning the smaller creatures from before.

Seeing this, the girl rushed towards the beast while striking any small monster that tried to get in her way and jumped up to its shoulder. The giant dark creature didn't like that and tried to shake the little nuisance away. But the girl grabbed one on the black tendrils on its heat with her free hand and started jabbing the blade into the neck of the creature.

As the beast let out a silent scream in agony, it fell to the ground and started to flail about trying to get the smaller creature off it. Crushing the smaller creatures that it had summoned under it with its enormous mass.

The girl hung onto dear life as the monster tried desperately to shake her off all the while the girl didn't stop at her stabbing at the monster's head. With each jab, she was able to dig deeper into the monster's head.

With one final stab, the girl was able to stab into one of the eyes of the creature, causing it to rear back in pain. Now that the monster had stopped thrashing the girl took this chance and drove the sword further into its head all the way to the hilt of the sword.

The creature stood prone for a few seconds before collapsing onto the floor and dispersed into pools of darkness, the darkness that was quickly covering the surface of the platform the girl was on.

As the darkness spread the girl backed away until she was at the edge of the platform, as soon as the darkness got close to her it ended up pulling her towards the center and as the girl started to sink into the inky blackness, flailing about as she desperately tried to keep herself from sinking any further.

_-but do not be afraid._

As the darkness started to wrap around her, and she started to feel her strength leave her, the girl reached out towards the sky as if hoping someone would save her.

_For you hold the mightiest weapon of all._

As her vision was starting to go black, she was able to see a glim of light shine through the darkness.

_And you shall help open the door._

And as the girl's consciousness started to fade the last thing she saw was a blinding light banishing the darkness.

_(waking world)_

"Ruby."

"Ruby…!"

'Wha-what?' the girl thought as her eyes slowly opened up, as her eyes slowly adjusting to the light she was greeted to the sight of a pair of angry icy blue eyes on the face of a girl.

"Wake up, you dolt!" shouted the owner of the pair of eyes. A pale-skinned young woman with pale blue eyes and long white hair pulled back into an off-center bun tail on the right side and pinned with an icicle-shaped tiara. A crooked scar runs vertically down her left eye and face.

"Whaaaaa~!" screamed the girl while falling out of a bed. The girl let out a painful groan as her face met the floor.

"Ruby can you stop fooling around," the second girl said as she helped the first, now named Ruby up.

Getting up Ruby could only pout at the second girl. While noticing she was all dressed up for today, Ruby always admired how well she could dress. A thigh-length strapless dress with a faint color gradation from white to pale blue at the hem. A small piece of black lace sits in the front of her neckline and the hem of the dress is scalloped and stitched to resemble snowflakes, with layers of white tulle under the skirt. Over this she wears a bell-sleeved bolero with the same color gradation as her dress from shoulder to wrist, lined in red and with a ruffled collar. On the back of the bolero was a snowflake crest.

"Weiss~! Why do you have to be so mean~!" whined out Ruby as she gave a pout towards the now named Weiss.

Rolling her eyes, the whited themed girl gave Ruby a flat look. "Well maybe if someone would wake up on time I wouldn't have to waste energy waking you up."

And as she said that, she pointed towards the clock on the wall showing that the time was 8:30.

"Oh, sweet cookies!" Ruby screamed as she shot past Weiss and ran out the door. "We're going to be so late for class!"

Blinking in surprise, Weiss ran after Ruby. "Hold on you dolt! You're still in your pajamas, and I refuse to get detention because you ran around the school in your sleep ware like last time!"

And so the morning began with one Ruby Rose, leader of team RWBY running around in her pajamas as her teammate Weiss Schnee haired to the Schnee Dust Company chased after, hoping to get her team leader under control and into some proper clothes.

Just another day at Beacon Academy.


	2. Chapter 2 Peaceful days at Beacon day 1

"You dolt!" yelled Weiss as she glared at Ruby as they walked towards class, Ruby now dressed in her usual outfit. "Miss. Glynda was quite angry when you crashed into her with nothing but your pajamas on!"

Rolling her silver eyes, the red reaper gave her friend a small smile. "Weiss~! You're overreacting again, besides Miss. Glynda is always annoyed with me even when I'm following the rules."

"That's still no excuse," the Schnee heiress growled. "And stop talking like that, your starting to sound like your sister, and I don't need a second hooligan in my life."

"My ears are burning, is my favorite ice queen talking about me?" asked a cheeky voice. Said voice belonged to a blond bombshell, who wore an outfit that both showed enough skin to turn heads as she walked, but still covered enough to be considered decent to the public. Her lilac eyes shined in amusement as she smiled at the two. "I hope it's something good, and not something 'Weiss' cold."

Sighing the heiress glared at the busty blonde. "Please don't use my name for one of your puns Yang. Also, shouldn't you be in Professor Port's class?"

"Shouldn't I be asking you the same thing?" the now-named Yang said with a smile. "Besides Mr. Port decided to spring a surprise test today."

"What!" cried that white themed girl as she whipped her gaze towards a nervous Ruby. "did you're oversleeping cause me to miss an important test!?"

"Sorry~!" the red reaper cried as she backed away from the glare her bestie was giving her. "I was having a really intense dream!"

"Well maybe if you stop eating all those cookies," Weiss ranted as Ruby pouted like a puppy.

As this went on Yang chuckled at her sister and the Schnee heiress. "Calm down 'Weiss queen', you haven't missed anything, me and Blake covered for you and told old man Port that you were just getting extra prepared for his "super awesome test", it also helped that said test is going to be outside today, so lucky break."

Slumping her shoulder "I really wished you didn't have to lie to the teacher for us," Weiss muttered with a sigh, internally groaning at her teammates buttering up Professor Port.

"Heh, don't worry Weiss, Port is cool about the whole thing," Yang said with a layback grin as she crossed her arms behind her head and leaned back as she and the rest of the group started to make their way down the halls on their way outside. "Besides at this point, our teachers are aware of Ruby's sleeping problems."

As soon as the subject was brought up, the two elder girls of the group glanced towards the red reaper. For the past two weeks, their leader had been going into a deep sleep where she wouldn't wake up no matter how much someone tried to wake her up. The first time had almost caused the rest of the members of Team RWBY to go into a panic as they tried and failed to wake her up. No matter what they did there young team leader would not wake up until she finished her 'dream'.

It got so bad that the school's faculty soon found out after Ruby and her team kept showing up late. Then after some test from the nurse (who might as well have been a full-blown doctor) showed that besides Ruby's sleeping habits, she showed no signs of being ill. Though headmaster Ozpin was thankfully understanding about the whole thing and was willing to let it slide until whatever was happening to the young leader of team RWBY was sorted out. As long as Ruby was willing to write down what she dreamed about after said girl brought up she was having strange dreams.

The leader of team RWBY blushed at the attention she was getting as she flipped her hood over her head a little while mumbling. "Sorry… I don't know why I've been having these dreams."

While still walking Yang patted her little sister's shoulder while smiling at her. "Don't worry Rubes, whatever is going on I'm sure will pass, and hey you at least get some extra hours of sleep."

Shaking her head as the group made its way outside towards the courtyard, the white-themed girl of team RWBY gave her team leader a softer look.

"While Yang might be focusing on the wrong thing about this situation I can at least agree with her about not worrying about it too hard, and you can count on us if things get any worse."

Smiling gratefully at the two, the young leader let down her hood and started to walk with a little more confidence in her step. As the group made their way towards the main square of the school grounds they soon spotted a large gathering of students who all stood in front of the only adult of the large group who seemed to be in the middle of giving a lecture until he spotted the three girls.

"Ah! It seems the last of our little band is here!" cheered an elderly gentleman who brushed his magnificent mustache as he let out a joyful laugh that made his noticeable gut shake in delight. This was Professor Peter Port or just Professor Port for short. A former huntsman who now dedicated his life teaching the next generation on how to fight and survive against mankind's worst enemy, the creatures of Grimm.

Rubbing her head while giving a sheepish smile yang said. "Heh sorry teach, it seems like they needed more time then I thought."

Laughing at the young blond of team RWBY Port shook his head good-naturedly. "Think nothing on it, Miss. Xiao Long! We were just getting started with class and you just came by as I was about to fill everyone in on what's happening. Now move along and find your other teammates and be ready, the class is about to start."

Nodding the girls gave a quick thanks to their cheerful teacher as they made their way through the crowd.

"Sorry, excuse me, coming through," whispered Ruby as she squeezed by a few students while trying to find the fourth member of their team.

"Hmph, little brat," muttered a voice that Ruby heard right before someone stuck there foot out in front of her, causing the little reaper to let out a yelp as she fell face-first into the thankfully soft grass.

"Ruby are you alright!?" Yang said as she turned towards her younger sister after hearing her yelp.

"Ug…," Ruby groaned as she spat out some grass that got in her mouth. And the young girl tried to clean her mouth from the unwanted taste of dirt and grass, as her two teammates gave her worried and confused looks wondering what happened to their team leader.

Though there answer would come soon as they heard laughter not too far from them coming from a group of four boys who were laughing at Ruby's misfortune.

"Cardin," Weiss spat out as she stared at the leader of Team CRDL.

"Ha!" laughed the large teen and large was a fitting word for him. The teen known as Cardin was a tall and muscular young man who wore armor and carries a large mace into battle, in fact, if you didn't know him you would think he looked the part for a hunter…, sadly he and the rest of the team were bullies.

"What the big idea?" seethed Yang. it didn't take a genius to figure out what happened. If someone was in pain and Cardin and his goons were around then it was a safe bet that team CRDL was behind it.

"Cool it blonde," mocked one of Cardin's teammates, a boy with a green mohawk named Russel Thrush. The last two members, a blond named Dove, and a silver-haired teen named Sky laughed at the Blonde brawler of team RWBY.

"Why don't you just grow up?" Weiss said in a cold tone as she gave team CRDL an icy glare that would make a normal person to flinch.

"Ha! I should say the same thing to you're snot-nosed leader," Cardin mocked as he gave said young leader a nasty grin, causing said girl to shuffle nervously, which caused team CRDL to laugh. "See what I mean? Haha, well I guess me and the boys should get ready, see yeah grass face."

But Yang wasn't just going to let then walk away. As her eyes turned red the blond boxer was about to storm towards the leaving group and give them a piece of her mind along with her fist!

"Why you no good!" Yang said as she was about to catch up and lay into them but was stopped by a hand grabbing her by the shoulder.

"Don't waste your time," said the person holding Yang back. This person is a girl dressed in a mainly black outfit with long black hair with a black bow on top and golden eyes that gave off an air of aloofness.

"Blake!" Ruby cheered as she ran towards the finale member of team RWBY and gave her a quick hug. Causing the black-themed girl to let out a soft grunt of annoyance, but still give a small smile to her team leader.

"Good to see your awake," Blake muttered in her usual quiet tone. Looking up from her leader and giving Yang a flat tone. "Anyways as I was saying, don't bother with those morons."

"And let them get away with what they did?" Yang seethed as she tried to calm down while still taking a few more quick glances towards CRDL who by now had made their way towards the front of the class. Now if Yang attacked them now then it would look like she did it unprovoked. Of course, Cardin and his goons picked a fight while Port was busy setting things up.

"I'm not saying that," Blake said in a flat tone. "But there are better times for getting back at them."

Nodding her head in agreement Wiess added in. "Agreed, instead of getting in trouble by attacking them like some beast, you should just take your time and get them when you wouldn't get in trouble."

"Like Glynda's class," Ruby said with a smile.

As Yang thought it over the blonde of the team let out a sigh and calmed down enough to where her eyes changed back to their normal lilac color. "Fi~ne! But I'm going to beat that crap out of Cardin and I don't want to hear I went overboard when I do."

"Oh don't worry," Blake muttered while glaring at the back of team CRDL, her golden eyes almost looking cat-like with how her pupils were turning into slits from how much her eyes narrowing. "You won't hear any complaints from us."

"Agreed," Wiess muttered as she joined Yang and Blake in glaring at the team of boys who didn't know what was coming.

Ruby could only let out a nervous laugh as she stared at her team who were freaking out a few other students nearby with the cold looks on their faces.

'I hope Miss. Glynda has the nurse on speed dial,' thought the red-themed teen as she decided to just focus on what was doing, good thing too because it seems like he was ready to start.

"Ahem!" coughed into his fist getting his students to start paying attention. Seeing this the elderly teacher soon began his lesson. "Good, good, anyway hello class today we're going to do things a little different than normal."

"Is that why we're outside in our normal clothes?" interrupted an orange-haired girl who ended getting shushed by a young man with black hair with a pink streak mixed in. While a tall young woman with crimson hair wearing bronze armor gave a quite sorry to the teacher and a blond teen in white armor looked worried they might get in trouble.

"Haha yes, that's exactly why!" laughed Port, not even bothered with being interrupted as he gave Team JNPR a kind smile. Said team with Jaune Arc as the leader, Pyrrha Nikos, and Lie Ren all sighed out as they gave one Nora Valkyrie a flat look for interrupting the teacher. Said girl could only give a weak laugh as she rubbed the back of her head.

Letting out another chuckle the teacher continued his speech. "Anyways as I was saying, today's class will be different, mostly for the part that this will be your only class for today!"

This caught the class by surprise as some of the students started to talk amongst themselves, and as that went on Weiss raised her hand to ask the teacher what was on everyone's minds.

"Mr. Port!" the Schnee heiress called out. "Is there a reason for this?"

"Yeah!" Jaune from team JNPR agreed with gusto. "What about the other classes, like Professor Oobleck and Miss. Glynda?"

After Jaune's… support, the blond leader of JNPR gave Weiss a thumbs up along with a proud grin, this… just caused the girl to shake her head in annoyance from the obvious attempt to impress her as the rest of her team giggled at their teammate's embarrassment.

"Excellent questions," Port praised. Happy to see students so active in his class. "And to answer your question the reason why this is happening, it's mainly something we do with our classes to help mix things up, you can ask any of your fellow students from the second year or higher, they all went through this and still do from time to time."

This caused a few students in understanding as a few mumbled either about asking the seniors about what they did while others wondered if they could find out what they might end up dealing with by asking the students who went through this same thing.

"And for the second question, the quick answer is that they will be doing the same thing as this for the next few days," the portly teacher said while twirling his mustache. This caused a few students to groan. While they didn't want to come off as rude, they were not looking forward to dealing with Professor Oobleck all day. He wore everyone out just listening to him for his normal classes.

"So what will we be doing for today Professor Port," Ruby asked with a tilt of the head as she noticed a few large metal containers and even weapon lockers set to the side.

"Good question miss Rose," Port said. "And the answer is… the same thing we do in my class!"

This nearly caused the whole class to fall over from the anti-climactic answer.

"C-come again sir?" Weiss muttered out as she tried to keep an unladylike look from growing from her face.

"It's exactly what I said," Port said while twirling his mustache. "Today you will be fighting Grimm while outside, though there will be one catch… you will not be fighting with your weapons."

And as soon as those words left the aged teacher's mouth the class had the mix reaction of ether gasping in fear yells of anger at the insane rule… or more ' ' reactions.

"Awesome!" Nora screamed as she tried to run up towards the front of the class to get first dibs to break some legs.

"No!" Ren screamed as he tried to hold onto his smaller but stronger teammate.

"But Ren! Leg breaking time!" Nora cried as she tried to force her way forward but her other teammates joined in on holding her back.

"Nora, no!" Pyhrra said while trying to hold the orange-haired girl back.

"Nora, yes!" Nora shouted as she tried to shake off her teammates, causing her team leader Jaune to cry out as he was nearly flung off of his heavy hitter teammate.

"Well, it's good to see such an enthusiastic student up for a challenge!" Port laughed. Glad to see the fires of youth, ah it brought back memories from when he was a lad, back when he only had his wits and determination to carry him.

" Mr. Port?" Ruby called out, cutting the teacher from his inner ramblings. "Are we going to fight the Grimm barehanded?"

Hearing this the teacher let out a booming laugh as he had to keep himself from hunching over from how much he was laughing

"Oh, no no no," Port said while shaking his head. "*chuckle* no such thing miss Rose, I would never throw my student's against Grimm without a proper way to defend themselves."

This caused the class to let out a sigh of relief though now they wonder what their teacher meant.

"Then what did you mean?" Cardin rudely asked getting a few glares from the other students for showing such disrespect towards a teacher.

Again, Port didn't show if the lack of respect bothered him and continued with the lesson.

"What I mean young Winchester is that you will be fighting with 'basic' weapons," the teacher said with a more serious tone. "That means no transforming weapons, and no dust, just the steel in your hands and your wits to help you fight without the technology you have all grown up with."

"What about semblances?" Ren asked with his calm and polite tone. "Will we be allowed to use those?"

"No," the teacher answered quickly. "Only your Aura will be allowed, this lesson is to force you to go through a fight without the tool you all come to rely on, and to see how you far you can go, and to see where you need to improve, because having the best weapon or a powerful semblance is worthless if you are too weak to stand on your own without them."

As the teacher finished his speech, the class was left to muttered amongst themselves as he went to set up the little arena for today. Some students were talking about how they never thought about being in a situation like that while others were excited at being pushed to new limits with these rules. Then some scoffed at the idea of doing this and even commented on how anyone who would be in a situation like that deserved what was coming to them.

"This should be fun," Yang said as she punched her fist together while having a cocky grin on her face.

"Do be careful," Weiss muttered while watching their teacher easily move the metal containers that more than likely contained the Grimm they would be fighting. All the while homing a jaunty tune and planted some metal rods into the ground as he did.

"Yeah," Blake said as she gave her teammate a flat look. "You won't have your Ember Celica, and if you use your semblance in a fit of anger you'll fail."

And speaking of anger, Yang didn't like how her friends were doubting her if the small embers popping off her head was any indication. But thankfully her little sister was quick to come to her defense.

"Relax guys!" Ruby said in her usual chipper tone. "Yangs got this! Those big metal boxes aren't so big, so they shouldn't have something too dangerous, and we all know my big sis can make mincemeat of any other Grimm quickly!"

As the two more mature members of the group had to agree with their young leader Yang showed her appreciation to her sister in the best way she knew how.

"Oh~ thanks for believing in me!" Yang cooed as she gave her little sister a bone-crushing hug. "Your the best baby sister I could ever ask for!"

"MMM!" Ruby yelled, but because her face was currently being smooshed into a place that quite a few guys (and ladies) would kill to be in, her screams came off as mostly muffled yells.

Her arms flailing, patting Yang's arms as she tries desperately to breathe. Hoping to heaven her sister doesn't send her to another heaven. Thankfully her salvation comes in the form of team JNPR.

"Uh, Yang?" Jaune said while trying not to blush from seeing where the squirming team leader of RWBY was being held. "You might want to let Ruby go."

"Yes, she's looking a little… blue," Pyrrha whispered while staring at Ruby who was going a little limp.

Laughing Nora pointed at the nearly passed out girl who was mumbling about pearly gates and meeting mom again. "Though I'm sure a few guys would gladly take her place."

"You going to be alright Ruby?" Blake muttered in her flat tone as she poked her leader's right cheek, trying to get a response from the smaller girl.

After a few more pokes, witch involved Weiss and Nora joining in, Ruby finally snapped out of her dazed state and jumped out of her sister's 'loving', but deadly embrace.

"I'm alive!" the red-themed girl cheered as she took in a few deep breaths of air. After sucking in as much air as possible, she soon realized that team JNPR was near them. "Oh, hey guys what's up."

"We were just coming over to check up on you," Ren said in his soft tone.

"Ahhh~! Don't worry," Ruby laughed while waving off their concern. "I've been put through tougher hugs from Yang, I can bounce back from this no problem."

"While that's… great?" Pyrrha said with a smile that was a bit forced. "But what Ren meant was that we were checking up on you about your sleeping habits."

"Yeah!" Nora yelled as she got into the little reaper's personal space. "Wondering if we might need to get a Prince or Princess to give you a big old smooch to wake you up next time you don't come back from dreamland."

"Smooch!?" Ruby cried with a blush as she tried to get the mental image out of her head.

"Nora…," Jaune sighed while dragging his smaller teammates away from Ruby to give the leader of RWBY some breathing room. "We also wanted to make sure if you were going to be ok with this test."

"And what's that supposed to mean?" Yang asked as she got into big sis mode and gave the now sweating Jaune a stern look.

"Nothing!" the blond leader said as he raised his hands in surrender. "We were just worried that Ruby might, well you know…uh, a little help Pyrrha?"

Seeing her team leader in distress the tournament champion of Mistral quickly went to his aid.

"What he means is, we are just worried that Ruby might be at the biggest disadvantage," the bronze armored girl said. "Her way of fighting revolves around her semblance and weapon."

Nodding in agreement Ren added in. "Agreed, even Weiss won't be that handicapped compared to you."

As team JNPR voiced their worries young Ruby looked down while trying to hold back a frown, she couldn't get angry at them for being worried, and they also had a point. She DID focus on her weapon and semblance. She knew without them she wasn't able to much in the ways of fighting, but it still stung to hear her shortcoming expertly with a test that would more than likely showcase that.

Seeing her teammate in distress Weiss was quick to speak in her defense. "Ok, while I'm sure Ruby is happy that you're only worried about her as friends, I'm pretty sure saying that is stressing her out."

Team JNPR saw what she said was the truth when they saw the Ruby looking down in deep thought. Feeling bad Jaune patted the young girl's shoulders.

"Hey, sorry about that," Jaune said with regret in his eyes. "We were just worried about you, and hey you're more than likely going to do better than me!"

The blond leader of JNPR said this while giving a goofy smile with a thumbs up in an attempt to cheer up his first friend that he made in Beacon Academy.

And worked as the small leader of RWBY let out a small giggled as she smiled at Jaune. "Thanks, Jaune, but please don't sell yourself short. You won't be bothered with simple weapons like a good amount of us will be."

The group had to smile at Ruby's kindness, stressing out and yet still wants to cheer up a friend.

"Besides," Ruby began as she started to walk forward as soon as she saw Port started to set up some weapon racks. "This is just a new challenge for me to face!"

And as the young huntress in training matched towards the weapon rack. the rest of the group followed her with smiles on their faces.

'Pretty cool sis,' Yang thought with a proud smile. Happy to see her younger sister more confident.

As the group made their way to pick a weapon to use for the test they noticed a few students walking away

"Dibs!" Nora yelled as she went ran ahead of the group and grabbed a simple war hammer.

"Nora…," Ren sighed out as he walked up and grabbed a pair of long daggers. "Your the only one in this class that uses a hammer."

"Let her have her fun," Pyrrha said with a smile as she grabbed a large round shield and a spear. While Jaune grabbed a simple heater shield and simple sword and held both items in place with ease. It helped that his normal set up was extremely close to what he was using now.

"Yeah," Yang agreed as she placed on a pair of Cestus, tightening the leather straps the blond boxer gave a vicious grin as she admired the iron plates placed over most of the leather and iron spikes jutting out of it that gave the simple weapon a deadly look.

"I think it would be more merciful if you just used your fist," Blake commented dryly as she picked up a tanto and short katana. All the while wondering how much the school must have spent on ordering this many diverse weapons.

While the dark themed girl was left to her thoughts, Wiess was giving a simple-looking rapier a few test swings to check it's weight and balance. Though while doing that something did catch the white themed girl's attention.

"Ruby!" Wiess called out to her team leader, catching the younger girl's attention as she looked towards the Schnee heiress with a confused look. "I found a scythe for you to use!"

True to her word the fencer of the team pointed towards a simple Scythe propped up with a few other polearms, the only one polearm of its type there must mean the Port got it just for her to use, being the only scythe user in her class means there was no need for the teacher to get more than one.

"Yay~!" cheered the younger girl as she practically skipped towards the rack containing her weapon of choice. Though something caught her eye. A weapons rack with only one weapon in it, a broad sword that looked eerily familiar to her.

'No way,' Ruby thought as she looked at the spitting image of the same sword from her dreams, the only thing missing was the mouse symbol, but besides that, it looked like it was pulled straight from her dreams.

The rest of the group stopped what they were doing once they noticed Ruby just standing there with a far off look in her eyes.

Getting worried Wiess walked up to Ruby. "Ruby? Are you ok?"

Not paying her teammate any mind, the red-themed girl stared at the weapon rack, all the while images from her dream flashed into her mind as her hands clenched as she remembered the brutal fight in her dream that almost felt real.

As if in a trance, Ruby walked forward the assorted weapons the professor had brought. Without any trace of hesitation, her left hand reached over gripping the handle of her chosen weapon. She pulled it free from the rack, it's blade gleamed in the sunlight as she holds it on her side.

Ruby lifted the double-edged short sword easily in only one hand as she hefts it up horizontally as she looks to inspect the blade. Coming face to face with her reflection, silver eyes staring back from the iron blade.

"Interesting choice!" Port said as he saw Miss. Rose picked a weapon not suited to her fighting style. "I didn't know you knew how to wield a sword, Miss. Rose?"

Snapping out of her trance the young girl looked around and noticed her friends and sister giving her worried glances from strange behavior. The little red reaper could only give them a sheepish smile as she scratched the back of her head with her free hand.

"Yeah," Ruby chuckled out weakly. "My uncle taught it to me along with scythe training, though I decided to not give Crescent Rose a sword form when making her," she said as she thought about her pride and joy scythe that she treated like a child more than a weapon.

"Ah yes, Mr. Brenwen was an expert with a sword, in fact I believe the only two in his class that could beat him was his sister Raven and your mother Summer." the elderly teacher said as he thought back when he was a fresh teacher and how he ended teaching some of the strongest students that ever came out of this school.

'So mom used a sword…,' Ruby thought as she looked at the blade in her hands. She didn't know about her mom when it came to her being a huntress. Only that Summer was good at it and she wanted to be just like her mom.

"Well now," Port said as he started to guide the young Rose towards the center of the courtyard. "I feel like this is a good chance to see how much Qrow has taught you!"

"Wait, what?" Ruby said as she watched the portly teacher walked away, leaving the young girl in the center of the courtyard. Looking around she noticed the metal rods that Port had been stabbing into the ground while he was moving the Grimm containers now circularly surrounded her. Giving her around 40 yards. She also noticed one of the Grimm containers near the edge of the boundary.

"Now to set up the arena," Port said as he pulled a remote from his pocket and pressed on of the many buttons on it. As soon as he did the top of every rod started to glow white as a nearly translucent field started to spread around the area Ruby was in, creating a dome that seals off the outside world, and kept anything from getting in or out.

"Holy!" Yang said as she took a step back. "Well, that explains why you weren't worried about a Grimm attacking anyone else during the test."

"Yes," Port said with a nod. "Your correct Miss. Xiao Long, we in Beacon try our best to keep you all safe."

"Sir," Weiss said as she stared at the rods producing the field. "Are these rods being powered by hard light dust?"

The elderly teacher only nodded his head again. "Yes, Miss. Schnee, these lovely machines were given to us by Atlas Academy who uses this type of technology for their studies quit often. I must say it helps cut down on setting up a temporary arena and give the students room to work with then inside my class!"

"Though are you sure it's safe?" Blake muttered as she gave a worried glance towards her leader. Not only was she using a weapon she barely used, but now she wouldn't be able to leave the arena quickly if things went south.

"No need to worry for Miss Rose," Port said while pointing his remote towards the arena. "You should all give her your support and believe in her."

"Now Miss. Rose!" Port yelled towards the young girl, causing her to look towards him. "I'm about to set the beast loose, make sure you are ready and if things do get too dangerous give me a shout and I will lower the shield just enough for you to get through."

Nodding towards her teacher the young huntress in training held her sword in front of her as she glared at the metal container holding her opponent.

And as if sensing the hostility being directed towards it, the Grimm inside its prison started to thrash inside the metal box as it let loose a roar, letting every student know whatever was in there was BIG.

"Heh," Cardin let out a laugh as he looked towards his teammates. "Time to see a pipsqueak get crushed."

"Shut it," Growled Yang as she kept her attention towards her sister. Hoping whatever their drunk uncle taught her in swordplay will be enough. The rest of the group gave Ruby worried glances as said girl tightened her hold on her sword.

"Ready," Port said as he readied his remote, waited a few seconds for dramatic effect before pressing down on a button. "GO!"

As soon as the teacher shouted the go-ahead the front of the iron box blew open as its prisoner flew out of it and landed in front of its target.

With a loud thud, a monstrously huge bitch black bear adorned in bone-like armor, with long bone spikes jutting from it's back, and black smoke coming off it, it's crimson eyes shining through its skull-like mask burned with pure hatred as it glared down at its prey. Letting loose a roar from its foaming mouth.

The message was clear. It wanted BLOOD.

"Holy crap!" Nora cried out.

"An Ursa Major!" Blake nearly cried out. Those were the toughest variations of their kind!

"Sir," Weiss said again with a bit of strain in her voice. "Don't you think that might be a little much for her with the restrictions?"

"Nonsense!" the teacher said with a smile. "How else with this be a challenge if she fights an easy opponent?"

"But still!" the heiress tried to argue but a hand landed on her shoulder to silence her. Turning towards the person who grabbed her she saw it was Yang who still had her eyes on her sister.

"Don't worry Weiss," Yang said in a soft tone before a smile grew on her face. "She's got this."

Weiss along with everyone else gave the blond boxer a concerned look before turning their attention back to the arena. Deciding to follow her lead and believe in Ruby.

Back in the arena, the Ursa stood there trying to measure the threat of its would-be victim, showing that it must be quite old if it's putting thought into its actions like this.

That was good for Ruby who was trying to remember every lesson her uncle taught her.

'_Now remember kid, using a sword puts you closer to the Grimm than a scythe_,' her uncle's raspy voice echoed in her head as she got ready for her fight as she noticed the Grimm was starting to get impatient.

'_So do what you always do in a fight, wait for your chance and get in there when their distracted and land a hit and get out before they can strike back, don't try to lock out muscle something that you KNOW is bigger and stronger with you.'_

As she remembered his lesson the Grimm charged at her, tired of waiting and wanted to rip her to shreds. As it got close and started to take a few swings at the red-clad girl, said girl would jump back from each swing with ease as she kept her focus on the monster, trying to find that opening that her uncle talked about.

Though as the Grimm kept missing, it's anger just grew more and more, until it got fed up and lifted both paws into the air, ready to smash the annoying pest under its body weight.

But that wasn't going to happen as Ruby quickly dove to the side with a dodge roll as she bearly avoided getting crushed under the demonic bear's mighty girth.

'There!' the silver-eyed girl thought as she remembered another part of the lesson.

'_Also kid, when dealing with big Grimm, always remember their greatest strength is their biggest drawback. Being big just means when you fall, you fall hard. So always attack the limbs first. It will make sure they won't be going anywhere anytime soon,'_

Heading his words the young girl bolted towards the beast back legs and rammed her sword into one of its heels. Causing the beast to let out a howl of pain as is tried to get up but with great difficulty with one of its legs out of commission.

Jumping away from the Grimm the young girl had to curse the fact she could only take out only one of its back legs and was hoping to take out the other but sadly it's had was pretty thick even if its legs were unarmored.

Now the Grimm was pissed as it got up and glared bloody murder at the sword-wielding girl. It was so angry it's back's spikes were standing up. And even with a bad leg, the creature charged at its enemy, driven with a sole purpose to kill.

Though as mentioned it had a bad leg, and it was slow, to begin with, and even the rule against semblances Ruby was more than fast to deal with it. Though it's now stopping only a little bit away from her was making the girl raised an eyebrow with its strange behavior.

It was strange. A creature that was so full of rage just stopping in the middle of its charge, though now it was standing up even with its injured leg as it seems to be preparing for something, whatever that something was the red-clad girl didn't know and wasn't going to find out as she rushed towards the beast to finish the fight.

Though someone in the crowd knew what the beast was planning on doing and she nearly had a heart attack as she saw Ruby run right into it.

"No," Weiss said in a hushed voice. As someone who studied for most of her free time, she knew what an Ursa Major was capable of and she knew it was about to do a devastating attack that Ruby was unknowingly running into. "Ruby getaway right now!"

"Huh?" Ruby said. Caught off guard from her teammate's screaming, though it was too late for she was too close and the Ursa Major used her distracted state to launch its attack.

Slamming down with all its might the Grimm caused the earth around it to burst out and earth spikes to shoot towards the young fighter, who could only pry that her Aura would hold out as she braced for impact with the earth spikes.

And they hurt, even with Aura that impact nearly caused the girl to scream out as she was sent flying by the powerful attack. She went flying a few feet away as she landed on the ground like a stone being skipped across water, she kept bouncing off the ground every time she landed until she lost momentum and landed in a heap on the ground.

"RUBY!" Jaune screamed as he reached out to his friend.

"Mr. Port!" Wiess cried out as she gave the teacher a pleading look. "You have to stop this!"

But the teacher said nothing as he looked towards his young student, waiting to see if he truly needed to end the test.

Blake gave a horrified gasp as she saw her team leader take such a hit. Even with Aura that was a powerful attack that would have taken a lot out of her Aura, turning towards her blond teammate she yelled. "Yang! You need to get Port to stop this."

But the boxer of the team simply stared at the arena more specifically at her sister who was getting up while using her sword for support.

'_Also don't run dick first into an enemy attack_.'

'_Now I remember_,' Ruby thought with a growl as she stood up as her aura started to numb the pain. '_Well good to see that my Aura didn't run out from that attack_.'

'_Now what to do with him_,' she thought as she glared at the Grimm who was getting ready to charge, it's confidence boosted after landing that attack. '_That's right charge, then I can pay you back_.'

As those surprisingly dark thoughts went through her head, she tightens her grip on her sword as she waited for the Grimm to make the first move. As the monster was getting ready to charge at her again, images started to flash in her mind on how she could deal with the threat and her body started to move on its own as she got ready for the Grimm's attack.

"Hmm," Port hummed out as he noticed Ruby getting into a stance that was leaving her wide open for the Grimm's attack. "This is quite strange."

'What is she doing?' Pyrrha thought as she noticed all the openings in Ruby's stance. It was if Ruby was asking the Grimm to attack.

And it did. Letting out a roar the Grimm charged towards the girl with as much speed that it's messed up hind leg would allow. All the while it's hated pry just stood there as if it wasn't a threat.

"Ruby! What are you doing!" Jaune screamed.

As the rest of the group minus Yang, all yelling the same thing the young huntress in training ignored them as she waited for the Ursa Major to get as close as possible.

And as soon as the beast was in range for it to swipe at Ruby, the young silver eyed girl leaped into action. Like a bullet, she twisted and turned, and even spin as she landed blow after blow at the giant beast much to the shock to everyone watching as she tore into the beast. Slashing it's two front paws of the with first two hits and attacking its body with eight more attacks taking its jaw off with the tenth one. The class and teacher stood there stunned as they saw the fast but brutal attacks, and even some students swore that they saw Ruby's sword have a golden glow around it, but mainly shrugged it off as a trick of the sunlight.

As the creature stood there limbless and jawless, it fell to its knees and was about to die slowly, but Ruby wasn't done as she landed three more powerful hits. The first two having her slashing across its chest and leaving an X shaped gash, and the final attack having her do a forward somersaulting slash that resulted in the creature being split in two.

As the two halves started to crumble and turn into even more black smoke as it soon disappeared into nothingness as all Grimm do, Ruby let out a sigh as the exhaustion was catching up to her.

'RUBY!" a couple of voices yelled as she red-clad girl turn towards the shouting to see her team rushing towards her with her sister leading the charge.

"Wait, no!" cried the young leader but it was too late as she was scooped up into her sister's embrace and was reliving the crushing sensation she had earlier, and a small part of her was starting to prefer the ground attack she was hit with from the Grimm.

"Don't scare me like that again!" Yang yelled as she started to shake her sister around. "Do you hear me, young lady!?"

"Yaaang!" Ruby cried as she was being shaken around like a ragdoll by her sister.

"I think she gets it," Blake said with a small smile as she stopped the blond member of her team from shaking their leader, just happy to see Ruby was ok. "You had us worried there Ruby."

"Yes, quite worried indeed," Weiss said with a huff as she fixed Ruby with a glare. "Don't try to pull stunts like that again."

"Heh, sorry," Ruby chuckled out as she gave a weak grin. "Though I think I might need a nap after this…"

"No need to wait for that!" Port said as he walked towards the group. "Like I said this class is all you will be having today, so feel free to rest up, you deserve it after that magnificent show!"

"Yeah Ruby," Yang said in agreement. "Get a little shut-eye, we'll wake you if you needed."

"Oh, that's good, because I think… that… trick I pulled… made me a little tired…" Ruby said as she soon passed out into her sister's arms into dreamland. Letting out a few soft snores as she snuggled into her sister.

Smiling at the cute scene, Yang gently lifted her sister into a bridal carry as she and the rest of the group made their way out of the makeshift arena to let the class carry on as they looked for a place in the courtyard to let her rest.

And as they walked away, the scene soon paned outward towards the sky as the bright sun and clear blue skies to show the temporary piece this world would know as the logo for this world popped up.

_~~~~~~~~~~~~~~~~~~~~~~~~~~world intro sequence~~~~~~~~~~~~~~~~~~~~~~~~~~_

**A dark border appeared as white rocks rose from the ground, spinning around in a whirlwind of rock and dust. Soon all of it combined, making a white shimmering castle with colors of blue, green, white and orange decorating the windows. With everything in place, the words "Land of Remnant," appeared as a gust of dust blew by.**

_Enjoy the peace young wielder of light…_

_For they shall end soon, and you will need to help close the door..._

_The door… to Kingdom Hearts._

**Chapter end.**

**I decided to not go overboard with physical descriptions like last time, though I'll go back to it if you want.**

**Also sorry for how I'm not delving too much into the rwby lore so for, I'm writing this chapter on the assumption that you at least know the bare minimum of RWBY and I didn't want to stop every minute to go into deep detail of everything on RWBY.**

**Also, I hope enjoyed the world intro! Was trying to emulate how KH3 did their world intros.**


	3. Chapter 3 Peaceful days at Beacon day 2

"Hurry everyone!" shouted an adult voice. "We want to make it to the ruins before nightfall!"

This voice came from a lanky looking man who wore a long brown greatcoat, a khaki buttoned safari shirt, with a yellow tie tucked under it, a pith helmet over his messy green hair. He also wore a pair of brown dress shoes, and a pair of round glasses so thick that you couldn't see his brown eyes.

A round of groans and grumbling met the man who simply ignored the group as he marched forward through the forest with leaves so vibrantly green they almost looked like emeralds hanging off the tree. Hence why this place the man and his charges were walking through was called the Emerald Forest.

Following behind him was Ruby and her class, all trudging through the forest early in the morning. All still sleepy and annoyed that they would have to wake up and walk through a forest that housed many Grimm that could attack them at any moment if they let their negative emotions get the better of them

"Don't know why he's in such a rush," growled Yang as a few sparks flew out of her hair. "He's not the one who had to wake up with no coffee."

"Quiet Yang," hushed Wiess. "Professor Oobleck is our teacher and we have to do his assignment if we want to pass."

"But Weiss," Ruby said with a tilt of her head. "Didn't you say a few bad words when we were all woken up at 5 and were told to get ready?"

"She sure filled up the swear jar today," Blake muttered in a dry tone but the small smile on her face showed she found the heiress' little tantrum was amusing to her.

"Quiet you dolt," Weiss growled as she yanked Ruby's hood over the young girls face, causing the huntress in training to flail her arms about.

"I'm blind!" the young huntress screamed. "I'm blind in a forest! The fortune cookie I had along with dinner was right!"

"Ruby," Weiss muttered with a sigh as she let go of her leader's hood. Letting said girl see yet again. "Stop being a kid, also you should know by now that those fortunes are just random writing on cheap paper."

"But I am a kid," Ruby pointed out. "And for your information, those silly fortunes can be quite accurate!"

"Don't know about that sis," Yang commented with a shrug. "The one I had told me to watch out for a bull with a sword."

"And mine told me about how my love life would be complicated because of a monkey and chameleon," Blake added in.

"Wait do you think the monkey part is about Su-," Yang was about to ask before a sharp whistle was heard.

"Keep up, ladies! We don't want to fall behind schedule!" Oobleck called from several yards ahead.

"Sorry professor!" Weiss shouted once how far behind her and her team was from the rest of the class. "Let's hurry up! And please don't get sidetracked again!"

"She does know she was the reason we stopped walking in the first place, right?" Blake muttered with a flat look, her bow twitching a few times in puzzlement.

"Give Weiss cream a break," Yang joked with a smile as the rest of team RWBY followed after their white themed teammate who was rushing back towards the class.

"Yeah," Ruby said in agreement. "She's just stressed with school work and these special classes."

"That reminds me," Blake trailed off as they caught up with the rest of the class. "Why are you carrying that sword from yesterday's test with Port?"

"Yeah," Yang added in as she looked at the plane looking sword hanging off her sisters back. "Why did you even bring it instead of Crescent Rose?"

Putting her hand on the hand of the sword Ruby gave it a squeeze before letting go with a sigh.

"Well Port said that he was going to put it away with the rest of the weapons until he could find somewhere to donate them like towards a village or two that would need them to help defend against Grimm, but when I told him I like it he said I could have it!"

"Sounds about right," Blake said with a nod. Their mustached teacher would do something like that. "Though, it still doesn't explain why you brought it and not your prized scythe."

A look of anger soon appeared on Ruby's face as she glared at a certain orange-haired girl in the crowd of walking students.

"Because Crescent Rose needs a clean up when we get back to school!" Ruby shouted in righteous anger. Causing a few students to quickly walk a few paces faster as to be away from the small, but scary huntress in training. "Because SOMEONE got maple syrup in every joint of her!"

"Sorry~," Pyrhha said with a sheepish smile as she apologized for Nora. said orange-haired teen let out a nervous laugh.

"How did she even do that? Yang muttered as she watched the members of team JNPR lecture Nora, more than likely reminding her she to make it up to Ruby.

"You don't want to know…," Ruby muttered before shaking her head to get back to the main topic. "Anyways I just thought it would be cool to use this sword and put what uncle Qrow taught me, besides I wanted to…," Ruby trailed off as she hid her face from Yang and Blak with her hood.

**(Play: "Kingdom Hearts 1.5 HD ReMIX OST - Always On My Mind")**

"You wanted to fight Grimm with it like mom," Yang stated as she saw her sister give a nod as she trudged through the forest with the rest of the group.

Letting out a sigh Yang picked up the pace so she was walking side by side with her little sister. The blond beauty then reached out and gave Ruby a one-armed hug, making sure not to break their stride through the forest.

"No need to be embarrassed sis," Yang said as she reached out with her other hand and pulled off Ruby's hood. "Mom was awesome and you just learned something new about her that I didn't even know about."

And that was true. Yang might've known Summer longer than her half-sister, but not even she knew what their mother's weapon was. Their father and uncle were pretty tight-lipped about things involving Summer, at least when it came to her time as a huntress, it was almost like there was something more about her than just being a really great huntress that they didn't want to talk about. It was a subject that they avoided even more than the subject of Yang's biological mom, Raven Branwen, a topic that would just have Tai look away from his eldest daughter and her uncle to drink more.

'_And yet anything about Summer's time as a huntress has them do everything to change the subject,_' the busty blonde thought with a frown.

**(END SONG)**

Shaking her head Yang went back to focusing on her little sister. Giving Ruby a tighter hug the brawler gave her leader a kiss to the forehead while ruffling the young reapers hair, much to said girl's embarrassment.

**(Play: "Kingdom Hearts 3 - Laughter and Merriment")**

"Yaaang!" Ruby cried out in embarrassment as she tried to shove her laughing older sister away. "Why do you have to be so embarrassing!?"

"Sorry little sis," Yang said with an impish smile as she tightens the hold she had on Ruby to keep her from getting away as she kept ruffling her sister's dark hair. "I just love you so much, I can't help but tease you."

"Stooop!"

"Never~!"

The sisterly bonding kept going even as the other students started to whisper or even laugh at the scene happening. Much to Weiss's annoyance once she came back to see what was taking them so long to catch up. Said heiress tried prying the two sisters apart so they would focus but only ended up getting caught in Yang's grasp and ended up joining her young leader's fate.

'_What am I going to do with these three?'_ Blake thought with a smile as she watched the Schnee heiress thrash in Yang's arms like a caged badger, throwing insults as she tried to escape the blonde's grasp as Ruby just sighed and just resigned herself to her current fate until Yang got bored of the teasing.

Sadly the fun had to end as Blake spotted a structure peaking above the forest and the students that were ahead of them all gathering a short distance away. The bow wearing member of team RWBY quickly figured that this must be where they would be taking their second big test.

"Guess I have to stop the show," the cat Faunus muttered as she walked behind Yang who still had her last two teammates in headlocks, letting out a sigh Blake raised her right hand and flicked one of Yang's ears.

**(END SONG)**

"Eep!" Yang said as she let go of Ruby and Weiss as she rubbed her sore ear while turning towards Blake with a glare. "Blake~! What the heck was that for!?"

"We made it to the spot," Blake said as she gave her blonde friend a slight glare of annoyance. Pointing behind Yang the Faunus told her. "You should go on ahead to make sure Professor Oobleck doesn't get angry at us for keeping the class waiting. I'll go check and make sure you didn't break our leader and the team's princess."

"Oh, ha… ha," Weiss said as she tried to get up while rubbing her sore neck.

Rolling her eyes Yang gave Blake a shrug and a smile as she started walking towards the group ahead.

"Sure thing kitty cat," Yang said while giving Blake a two-finger salute before quicking her pace towards the gathered students while Blake went to check up on her two disoriented teammates.

"You two ok?" Blake asked as she looked at her friends as they tried to pick themselves up after the manhandling Yang gave them.

The Schnee heiress was the first to stand up as she gave Blake a thankful look as she tried to get her legs to stop wobbling.

"Remind me to buy a statue in your honor later," Weiss said with a straight face as she started walking towards the gathered students all the while muttering about blonde apes and not being able to feel her neck for a week. This left Blake with helping her young leader up as the younger sister of yang gave Blake a grateful look.

"Thanks, Blake," Ruby said with a bright smile as she quickly followed after Weiss. "Now let's hurry before Wiess gets angry at us like she's angry at Yang."

"Good idea," Blake said with a small smile as she shook her head at her team's antics. They could be silly but it's what she loved about them. "Lead the way leader."

As the two girls soon caught up to the rest of the class where their teacher was waiting patiently for them to join up with the rest of the class.

"Well, it's good to see everyone is accounted for," Oobleck commented as he adjusted his glasses while giving team RWBY a slightly pointed stare. Said team couldn't help either let out a nervous chuckle or cover their face in embarrassment.

"We are so sorry professor, we were held up because…," Weiss muttered as she tried to come up with an exceptional reason for lagging behind. Fortunately Ruby sprung in to help her friend.

"We were looking over our supplies!" Ruby shouted, Getting the professor's attention. Reaching behind her from under her cloak the young leader pulled out a backpack and held it out for all to see.

"You always say how anything could happen while searching through Ruins," Ruby said in a hurry as she was pretty much making this up as she goes. "So I wanted to make sure we had everything just in case before we dived into the ruins!"

The young reaper held her breath as she watched Oobleck silently stare at her for a few agonizing seconds before the glasses-wearing teacher nodded his head in approval.

"Excellent!" Oobleck said as he started zipping around at an extreme pace. All the while lecturing the entire class just as fast.

"When exploring the relics of old, you should never take chances!" the teacher said as he zipped around checking the other teams to see if they had everything.

**(Play: "Kingdom Hearts X Back Cover - Cases of Foretellers")**

Quickly zipping back to the center of the open field in front of the ruins the green-haired man quickly gestured towards said monument.

"Especially with the Ruins we shall be going into!" Oobleck said as they observed the structures before them. Everything looked to be carved seemingly straight out of the walls and ground themselves. It looked like what once may have been a town or small city, but due to varying states of disrepair, it now looked more like a maze. Some areas still seemed relatively intact, enough so that some of the carvings in the side look almost readable. Others had been so worn away and destroyed that their relatively straight lines were the only clue that they had once been structures.

On top of it all, it felt eerily silent, with the only natural sounds being winds that almost felt like a mournful sigh.

"This place…," Blake muttered as she had to keep her cat ears from folding backwards in worry. "Feels so dead."

"Well I mean they are ruins Blake," Yang said with a shrug. Though she herself had to keep a shudder from going up her spine as she stared at the imposing walls that hovered over her and the rest of the class.

"It looks like a swarm of Grimm had taken this place out," Ren muttered. A haunted look in his eyes as deep frown. Though whatever he was thinking about ended when Nora placed a hand on his shoulder.

"This place is so old," Pyrrha said softly as she walked towards one of the walls and brushed her hand over the hard surface. Feeling every groove from the carvings, and each crack from the ages.

"And dangerous," Oobleck said as he grabbed Pyrrha away just in time for a piece of the wall to come off from the top and land were she just was. "The number of accidents that have occurred in this area has made it too dangerous for any team of normal arcologies to explore."

"Must be hard for any Grimm to live here though," Jaune said. Looking at the bright side as he let out a sigh at the thought of having to go through this literal death maze.

"That would be true young Arc… if there were any Grimm in these ruins at all," Oobleck said in a serious tone.

This bit of knowledge shocked the students as a few even dropped their weapons in shock. A place completely void of Grimm was too alien of a thought to think about. The only safe haven where the four kingdoms, and even then that was something that might not last.

"Th-That… That's impossible!" Weiss stated, her thoughts going back to everything she had ever read and been taught about the Grimm that would suggest they would behave in such a way.

"Is there something… about this place that keeps them away?" Blake asked, curious but also scared of the answer.

"Truthfully I don't know," Oobleck said honestly, a bit of his pride being hurt to admit it. "We have no clue why the creatures of Grimm avoid this area. Honestly, it baffles me after what little we know of this place."

"What do you mean Profesor?" Ruby asked.

"Further inside are signs of battle," Oobleck said as he walked near the entrance. "And even old pieces of armor but no remains, not even bone dust."

Pulling out a flask the teacher open it up and took a swig of piping hot coffee.

"And it was an intense fight too," he said as he gestured towards the student to follow him inside. "You will see once we make it far enough into the ruins."

As the class followed their teacher into the ruins, they soon found out what he meant.

As they walked down the pathways between the buildings it began to feel less and less like they were entering ruins and more like they were being funneled down a corridor. Despite being able to still see the sky and some of the buildings and walls having massive holes in them it started to feel claustrophobic like the walls were closing in. At the same time, the air felt… stale, like no plant or animal life had been here for millennia.

It also didn't help that they saw both claw marks littering the walls and parts the stone walls that were warped as if the walls were melted from intense heat.

"What could have done this?" Pyrrha asks while keeping a lookout for any hazards. Her close call outside the ruins still had her on edge. "These claw marks are too small to be from any Beowulf, and there are no known Grimm in these parts that can use fire attacks, let alone generate flames hot enough to melt stone."

"Maybe the fire was from the people who lived here?" Nora asked. "I know if Grimm were in my town I would melt them!"

"No, I'm pretty sure you'd smash them," Jaune joked.

"I'd break their legs!" the hammer welding girl said with a huge grin.

"While I'm glad to see you two enjoying yourselves, we need to stay focused," Oobleck said. Though he did reach into his coat and pulled out a book before tossing it to team JNPR and Team RWBY, Ruby being the one to catch the book. "But if you are curious that book has photos of the armor of the people who once lived here."

Opening up the book the group gathered around Ruby to take a look at the many photos in the book.

The armor must've once looked incredible, an interesting combination of spikes in some areas of defense, but sleek fins in others, and smooth in between. They looked both elegant and powerful at the same time and seems to convey a feeling of speed and agility. But the armors' former glory had faded, both from time and damage. All of them were rusted, crumbling at the seams. Some looked as if they had been cracked open, hacked apart, or even melted.

"So it wasn't the people throwing around the fire," Yang muttered as she saw how warped the armor was.

"Or," Blake muttered with a haunted look. "It wasn't just a fight between humans and Grimm."

Looking at her teammate in shock Wiess yelled. "And what!? Do you think people would rather fight themselves instead of fighting the Grimm."

"It wouldn't be the first time," the black-themed teen muttered while giving them a pointed look. Memories of humans and Faunus fighting each other even with the Grimm surrounding them.

As the two argued with the rest of the group trying to keep the two from getting to angry Ruby was left to look around as most of the class ether looked around the area or sat down to rest before they would have to get back to the little tour around the ruins.

As she passed by one of the long destroyed houses something caught her eye, a figure in the distance. It looked like a woman, dressed in a light purple shirt, a white dress, and pink hooded cloak with gold trimmings and green gems. Her hood was pulled up to hide her face, and hiding it, even more, was a white fox mask with blue trim, only revealing the bottom half of her face. Before Ruby could even say anything the woman turned and walked past one of the building corners, disappearing from sight. Without thinking Ruby sprinted after her, turning the corner only to see the woman had somehow made it, several yards down the path, already turning the next corner.

"Hey!" Ruby shouted and sprinted after her. No matter how fast she ran, even going so far as to use her semblance, the woman was also turning the corner a good distance away, far faster than should have been possible. After several turned corners Ruby stopped, the woman having completely disappeared around the last corner.

**(SONG END)**

"Where did she go?" Ruby wondered as she looked around, noticing she was in what looked like a place where people would gather for special events. There was even a stone pillar at the center. Though right now Ruby just realized something.

"I'm lost," Ruby sighed. Wonderin if she would need to yell to get the other's attention, though Ruby didn't want Weiss to figure out that she wandered off. She didn't feel like getting yelled at.

Grumbling the red-themed girl started weighing her options, all the while not noticing the shadows around her getting darker as some VERY familiar creatures started crawling out.

**(Play Kingdom Hearts III - Ever-Blooming Dark)**

"What the!?" gasp out Ruby as a cold feeling in her heart sprang up and her trained instinct kicked in as she dove to the side. Barely avoiding an attack from the same creatures from her dreams!

"You!?" she cried as she spotted even more of the small creatures she fought in her dreams. "What are you doing here!?"

They, of course, didn't answer, as even more of them showed up, some of them even looking different from their smaller brethren. A new breed of monsters was amongst the little shadows two orb-like monsters with large mouths with cartoonishly sharp teeth beady little yellow eyes, and Ruby needed to hold back a gag at the three tentacles sprouting from them. Two on the head and one at the bottom.

'At least it isn't the big one,' Ruby thought as she grabbed her sword and unsheathed it. Getting into a stance Ruby waited for them to make the first move.

As some of the smaller ones rushed her, while others sank into the ground and quickly moved around the floor. The two larger ones seemed to just calmly float along, as if not that interested in her. She slashed at the small ones that rushed at her, dodging out of the way of their lunges as they left themselves open. When the ones that seeped into the ground came back up she slashed at a few of them before they could attack, destroying them.

So far everything was going easily for Ruby, the small shadow creatures weren't that powerful or smart, even Beowolves would've been more difficult, but she didn't want to tire herself out and despite thinning them out, there were still plenty of them. Not mention-

Cutting off her thoughts she heard a strange noise coming from behind. She turned to see one of the larger creatures rushing straight at her, snapping its jaws. It sped at her much quicker than the smaller ones, and she barely had enough time to roll out of the way. She stood to recover before feeling a sharp slash at her back. She cried out in pain gritting her teeth and turning to slash the smaller one that hat scratched her. 'Dang it, dodging the big one left me off guard. Maybe I should take out the big ones first.'

With that thought she charged at the one that hadn't moved yet, slashing and destroying a few of the smaller ones in the way before jumping to slash at it. Just before she struck it suddenly moved erratically, almost like it was being smacked between two tennis rackets. One of its random movements slammed itself into her side, knocking the wind out of her and sending her tumbling to the ground. Ruby struggled to catch her breath as she got to her hands and knees, seeing some of the smaller ones moving in for the kill. Summoning up her strength she slashes and destroyed a few before rolling out of the way, and then using her semblance to put some more distance between them as she caught her breath.

'_Okay, maybe don't go for the big ones yet_,' she thought as she panted. She raised her weapon and tried to slow her breathing. '_Take it slow. Wait for your chance_.' Ruby held her guard and went on the defensive, moving only to avoid the smaller creatures attacks and attacking in response, destroying them easily as she conserved energy, all the while making sure to position herself so the two larger ones were never out of her sight.

Soon enough one of the charged at her like before. She waited for it to get to close to stop and used her semblance to get above and behind it, slash it in the back. It obviously wasn't going down so easily so she slashed it a few more times before sending it away with a powerful swing. Despite being injured and clearly damaged it still went back to it's lazy floating from before. '_What's with these things? Even Grimm aren't this dumb._' Ruby jumped back a few yards to make sure the other one was in her view as well and went back to her counter-only strategy. She noticed that the swarm of smaller creatures were finally starting to thin, enough that she could actually count how many were left.

Again one of the charged and she prepared her semblance, only to hear the other one was coming at her at the same time from the other direction. She braced herself and used her semblance to dodge to the side before looping around to finish off the one she hit before with a powerful spinning slash. Not letting up she attacked the other one with a flurry of slashed before using her semblance to rocket herself at it. With a battle cry, she stabbed into the monster, her force smashing it into the ground with her before it burst into nothing but dark fumes. She took a moment to catch her breath, and it wasn't much longer before she easily dispatched the rest, finally finishing the skirmish. Ruby practically collapsed to her knees, using her sword to keep herself up as she gasped for breath.

**(SONG END)**

"Miss Rose!" yelled a voice as said girl looked up and saw her Teacher running towards her.

"Miss Rose are you alright?," Oobleck said as he rushed to his student's side and helped put her up. "Good gracious, girl what in the blazes happened here?"

"I…," Ruby was about to say before stopping. She couldn't tell her teacher that monsters from her dream became real. And they weren't Grimm ether. For one they had yellow eyes. All Grimm had red eyes, never any other colors. They also disappeared way too quickly when beaten.

Also, these creatures seem too… primal to her. Grimm could be wild for sure but these… things gave off a feeling that made Ruby's heart tighten at the mere thought of them.

No, she couldn't tell anyone about them just yet. She couldn't risk being deemed crazy. Let alone bringing any stress to her friends.

As the young girl stayed silent, leaving her teacher to give her a worried look before he helped her up.

"Miss Rose, you're injured. What exactly happened to you?" Oobleck asked, more sternly this time.

"I… I was attacked by some Grimm. Not strong, and not many, but… they caught me off guard, because… you said that Grimm didn't come here. I'm sorry about worrying you." she lied, trying to come up with the most reasonable excuse for her injuries.

The professor stared at the young girl before letting out a tired sigh. "Very well. We'll take you back to the nurse's office when we get back," he said before walking towards the pillar at the center of the area.

Brushing a hand over the surface, the professor muttered. "So you fought Grimm in this area… how ironic."

Looking at her teacher as he placed his hand on the pillar, the red-themed teen asked while walking towards him.

"You know about this place professor?" Ruby asked as she stopped next to him as Oobleck kept examining the old pillar.

Looking away from the pillar Oobleck gave his youngest student a nod before going back to examining the pillar.

"Yes miss Rose," Oobleck said. "This was the place where we found most of the armor that you saw in the book I loaned you. Most of them surrounding this pillar in a way that looked like they were defending it."

"They were defending a pillar?" Ruby asked as she looked at the pillar and noticed some strange writing and images on it. While she couldn't make out the writing she could at least see the carved pictures that showed what looked like a battle going on with figures donning the same armor from the book (in better condition of course) and welding strange-looking swords.

And above the battlefield was a giant heart that hovered over them like ether a sun or moon. This giant heart that looked like it was shining over them filled Ruby with a strange feeling.

But what stood out the most was the image of 5 figures that stood out the most. Each one of them wearing robes and wearing animal masks.

One wore a mask of a bear and was the biggest of the 5 and his weapon was also huge. Looking more like a cross between an ax and a sword.

Another wore a mask of a snake and looked female with how elegant she looked. She wielded a blade that looked like a mass of thorns shaped into something resembling a sword.

The third person wore a leopard mask and his weapon almost looked like lightning bolts sprouting from his hand and took form in the shape of a sword..

The fourth person wore a mask of a unicorn, and his sword almost looked like he wielded a star in the shape of a sword.

"Wonder why all these weapons their using look like…, "Keys?" Ruby muttered before taking a look at the final person and was stunned at what she saw.

The final person who's weapon almost looked like a cloud in the shape of a blade, who looked like she was trying to stop the others from fighting wore a… fox mask.

'No way,' Ruby thought as she took a step back. There was no way the girl she saw earlier was the same one in the carvings.

Not noticing his students panic the teacher continued with his speech.

"Yes," Oobleck said. "It was believed that whatever is written on this pillar might be the very history of the people who lived here."

"But… How could that be something worth dying over? Isn't it just some writing?" she asked.

"Ruby, the history of a people can be more important than their own lives. To be able to pass what you know on to the future can be worth even extinction."

Ruby stared at the pillar for a bit longer, wondering what it could possibly say, when someone familiar caught her eye. Coming from behind the pillar was the same woman in the Fox mask she saw before. "Y-You!" she exclaimed, pointing at her.

"Miss Rose? Are you alright?" Oobleck asked.

"Wh-What? You don't-?" Ruby began to ask, only to stop as the woman phased right through the Professor as she walked, her body becoming mist for a moment before reassembling. Ruby stared, still trying to process what she was seeing, as she saw the woman gently run her fingers along the pillar. Despite her mask covering most of her face, she somehow looked… sad. The woman then turned to her and began to speak, but she didn't hear her voice. Instead, she found herself compelled to repeat what she read from the woman's lips.

**(Play: "Kingdom Hearts 1.5HD - Kairi III")**

"_Long ago, people lived in peace, bathed in the warmth of light."_

"_Everyone loved the light. Then people began to fight over it."_

"_They wanted to keep it for themselves. And darkness was born in their hearts."_

"_The darkness spread, swallowing the light and many people's hearts."_

"_It covered everything, and the world disappeared. But small fragments of light survived... in the hearts of children."_

"_With these fragments of light, children rebuilt the lost world. It's the world we live in now. But the true light sleeps deep within the darkness."_

"_That's why the worlds are still scattered, divided from each other. But someday, a door to the innermost darkness will open, and the true light will return."_

**(SONG END)**

Those last words worried Ruby. Opening a door? Like the voice in her dreams said…

'What door?' Ruby thought as her head started to hurt but thankfully her train of thought was interrupted by Oobleck calling out to her.

"... Miss Rose… how did you do that?" Oobleck asked, looking absolutely shocked, something she had never seen.

"W-what?" Ruby asked groggily. Not realizing what she did. And when she turned back to where the masked girl was, Ruby wasn't surprised that she was gone again.

'_Figures,'_ Ruby thought with a flat star towards were the masked girl was once standing. But she had to look back towards her teacher when he gently coughed to get her attention

"Miss Rose? You seem to be uncharacteristically silent today," he noted with a raised eyebrow.

"S-sorry Professor," Ruby mumbled as she looked away. "I'm just tired… and confused."

"I see… Well, we've spent enough time here, and you need to get back to get those wounds looked at. Everyone else should be waiting for us, so let's head back."

"Ok," Ruby said as she followed her teacher out of the gathering area to find the others. While also dreading the thought of hearing Weiss rant at her for wandering off and getting hurt.

And as the two left to go find the rest of the class, the same mask girl appeared next to the pillar as she watched the two leave, more specifically she watched Ruby leave as a frown was seen on her face as she looked at the red-themed girl.

She then spoke in a soft and caring tone that was laced with sadness as a tear slid down her cheek.

"_So listen, child. Even in the deepest darkness, there will always be a light to guide you."_

"_Believe in the light, and the darkness will never defeat you."_

"_Your heart will shine with its power and push the darkness away."_

With that, the girl put her hands together in a form of prayer as she started to glow and her form started to break apart into particles of light.

"May your heart be your guiding key."

And with that, the girl disappeared as the last bit of her turned into small wisps of light and floated up into the sky.

_So ends the second day._

_You don't have much time left before your life is changed, forever little rose._

Chapter end.

Hope you liked it, please review so I can hear your thoughts!


	4. Chapter 4 Peaceful days at Beacon day 3

"WAKE UP YOU DOLT!" came a frustrated piercing scream, followed by a smack.

"Ow!" Ruby cried out, flinching as she rolled away from the pain, only to fall off her hanging bunk. "Weiss, I thought you said you wouldn't do that anymore!"

"I said I wouldn't do it so long as you could act responsibly! Today is the day of Glynda's test, and you're not even up! The rest of us are dressed and ready to go to breakfast!" Weiss huffed with her hands on her hips. "Honestly, sometimes I wonder why I bother with you."

"Are you still mad about yesterday?" Ruby mumbled as she got up, only to let out a yeep when Weiss gave her a glare that would have frozen a Grimm in place.

"Why yes, yes I am mad at what YOU did yesterday," Weiss said as her ice blue eyes glared at Ruby who gulped at being stared down by her teammate.

The heiress soon stomps towards the dresser, opened it up and started pulling out a few articles of Ruby's clothing before tossing it to the poor girl.

"Get dressed and ready," Weiss muttered before turning around and making her way out of the dorm room to give her teammate some privacy. Or just to fume outside, she then gave ruby another glare before yelling. "And don't forget to shower!"

With that the Schnee slammed the door, causing Ruby to wince from the show of anger from her white themed teammate.

"Yep, still mad," Ruby sighed out as she made her way to the bathroom. A guilty look on her face. "Can't blame her…"

Her friend and fellow huntress in training had every right to be mad. All of her teammates were mad at her after her little stunt yesterday. Ruby still winced when she remembered the worried faces of her team.

Yang pulled her into a tight hug as soon as she and Oobleck made it back to the rest of the group. Yang then smacked Ruby behind the head before chewing her ear off for disappearing like that right before hugging her again, glad that she was ok for the most part.

Blake looked concerned, and she gave Ruby a few words of disappointment and told Ruby not to go off on her own like that. But like Yang, she soon forgave the younger girl and was just happy she didn't lose the little ball of energy that was the leader of Team RWBY.

But Weiss was the harshest of the three. Giving Ruby a full half-hour long rant as they left the ruins. And unlike the rest of the team, Weiss was not willing to let Ruby off the hook JUST yet. Shown by how the Schnee heiress gave Ruby the cold shoulder for the rest of the day. Despite even getting the news of Ruby getting a perfect grade from Oobleck for helping said teacher discover some new information about the ruins did nothing to calm Weiss down.

In fact, when Ruby told Weiss about it while everyone was getting ready for bed the Heiress simply let out a humph before going to bed. Leaving Ruby feeling defeated.

"At least she's talking to me," Ruby said. Trying to be optimistic. "So she should be willing to forgive me later today!"

With that, the young teen soon got undressed and jumped into the shower to get a quick scrub before starting her day. After the shower, the silver-eyed girl quickly got dried before slipping on her usual outfit.

After doing her other needs for daily hygiene, Ruby soon exited her room and spotted Weiss waiting for her.

'_She waited for me_!' Ruby thought happily. She thought Weiss would have gone on ahead while still being mad, but no the heiress had waited for her leader! '_She's not as mad as I thought._'

"About time." Weiss scolded. "You'd think with your semblance you'd be able to go a little faster. You remembered to bring everything with you?"

"Yep!" Ruby said with a skip to her step as she gestured towards her sword. Much to Weiss's confusion,

"The sword?" the Schnee said with a flat look. "You're not bringing your scythe?"

"Nora did more damage than I thought," Ruby said with a sad sigh. "It's going to take the weekend for the replacement parts to come, and without them, I can't shift my baby into scythe mode."

"Well, a sword is more balanced anyway. Maybe that'll teach you to hone your basics more."

"That and uncle Qrow told me his sword mode for his weapon was more to fight people then Grimm," Ruby said while thinking back on that day. Ruby knew her uncle took out more than just Grimm. She understood why he did it but Ruby felt that she would only take out Grimm, hence one of the reasons she forewent the sword mode for Crescent Rose.

But now, after dealing with the likes of Roman and the White Fang has taught her she can't avoid fighting people and would need to shape up. Not only to be a better fighter but to also not hold her team back.

In fact, she might need to come up with some plans to add a sword mode once she has the parts to fix her pride and joy.

"So maybe I should at least use his teachings to their fullest in Glynda's class."

"Well, let's hurry up then. You won't get any practice standing around here."

"Right!" Ruby nodded, trying to sound serious but unable to stop herself from feeling excited.

Letting out a sigh from her leader's behavior, the Schnee heiress needed to keep herself from smiling. Reminding herself that she needed to still be angry at Ruby for at least the rest of the day in the hopes that it would show the young leader that her actions from yesterday had consequences.

'_Though that might be hard_,' thought Weiss as she watched her teammate ramble on about today's test, and how she hoped that they didn't have to face each other or worst Pyrrha.

Shaking her head, the Schnee heiress had to wonder where her old self went. Before Beacon, the heir to the Schnee throne would've demanded complete order from her team, and would not be struggling to stay mad at her red themed leader.

'_Maybe it's for the best though,'_ Weiss thought. If she was her old self then she would have never accepted Blake for being a Faunus, or trust Ruby to lead their team or tolerate Yang's playful personality.

'_And I would never have such great friends_,' Weiss smiled at that thought before putting on a look of calm focus before Ruby could notice the change in her white themed teammate's mood.

What? She might have gone soft but she still plans on making Ruby learn from her mistakes.

Soon enough the two made it to the cafeteria where the rest were waiting and headed to the counter to grab their food.

"Sweet food!" Ruby thought with a sigh of content as she breathed in the aroma of the large quantities of food. She had missed dinner last night due to being in the nurse's office getting patched up from the injuries from her fight with the dark creatures yesterday. While not serious, the cuts from the yellow-eyed creature's attacks were taking longer to heal than normal even with Aura speeding up the process.

Which meant poor Ruby had to stay with the nurse while also going through a bunch of tests to make sure nothing was wrong with her body or aura. All the while missing out on getting anything besides an apple and a bottle of water from the nurse to eat that night.

But now she could make up for lost time!

With that, the red-themed girl was quick to grab as much bacon sausages and waffles that her tray could carry. Thanking anyone above for her semblance's side effect of giving her a high metabolism. Wouldn't have to worry about gaining weight from this little feast of she still got a lecture from her team when she pigged out like this.

Like right now.

"You know, one day you're going to eat too much even for your semblance to keep up," Wiess muttered as she carried a tray with nothing but a simple fruit salad and some orange juice. "And you'll be sorry that you didn't listen to anyone."

"Please~," Ruby said with an eye roll as she and Weiss made it towards the table with the rest of their team who were chatting with team JNPR. "I get plenty of exercise from Yang dragging me to the school's gym and running around the campus with Nora when she wants me to help her with something."

"And we appreciate that," Ren said. Hearing that part of the two girls' conversation. "You're the only one with the speed and energy to keep up with Nora when she goes on one of her little adventures looking for any hidden areas of Beacon."

"I'm telling you there is some super-secret hidden place in this school no one knows about!" the girl in question said with a determined look before letting out an annoyed sigh at her team. "Besides, you guys could keep up with me if you just stick with my training program!"

"Nora..," Jaune sighed out. "Last time we tried your training program, I broke both my legs, and Pyrrha had to wear a neck brace for a week for her Aura to heal her!"

"And Ren was in a full-body cast," said the Mistral champion as she rubbed her neck from the phantom pain she still felt. The young redhead was surprised that her shorter teammate could think up such a program that would have had her former instructors back home sweating in fear.

"Aw, you guys are such quitters! But I'm telling you, I'm _sure_ there are some secret places here! Like a super-secret underground basement hiding all sorts of world-shattering mysteries!" Nora continued with glee.

"Sure thing, Nora. Sure thing." Jaune sighed.

"Glad to see them in high spirits huh Blake?" Yang said with a laugh, but she didn't get a response from the bow wearing member of the team. Confusing Yang greatly that she didn't even get a hum out of her, turning towards said girl Yang saw Blake glaring a bit away to the next table. "Blake?"

"Oww!" cried a nearby voice. "stop!"

The rest of the table turned to see an unfortunately familiar sight. Cardin Winchester, bully of the first years, picking on Velvet Scarlatina, one of his usual targets. The rabbit Faunus girl winced as Cardin pulled on one of her ears, the same brown color as her hair and eyes.

"Please, stop it…" Velvet whined.

"Seriously? Hasn't he learned yet?" Jaune growled, gritting his teeth. Though Cardin hadn't been anywhere near as antagonistic to him as he was earlier in the semester, Jaune still didn't get along with him. It didn't help matters Cardin just bullied others even worse now.

And poor Velvet was too sweet of a person to fight back in the fear that some of the students would think she was a member of the White Fang if she kicked Cardin's sorry behind until next Wednesday, something the young rabbit Faunus could easily do, being a second-year and all.

"It's disgraceful how he acts," Weiss said in disgust. "He's supposed to be a hunter in training. A protector of the people,"

Blake smiled a bit at her comment. Not even a few months ago Weiss wouldn't have cared a Faunus was being bullied

"Wish we could do something, but Velvet made us promise not to interfere," Pyrrha said in a low tone. The rabbit girl promised the two teams she would handle it and not to interfere, or worse tell her team about her lunchroom problems.

"Yeah," muttered Yang in annoyance. Usually, she would have said to hell with it and just bust Cardin's face over her knee but Velvet pleaded with them to not do anything. Pretty much in tears when she did. And that was able to force the two teams into listening to her. Even if no one liked it.

"What can ya do?" Nora sighed out. She too wanted to break the jerk's legs but she made a promise, and Nora never broke a promise.

"We just have to hope she finally does something about it before things get worse," Ren said as he winced when he saw Cardin yanked even harder on the poor girl's ears.

While this went on Ruby stared at the scene with growing anger. While she was someone to keep her promises and wanted to see Velvet stand up for herself. But the Faunus's inability or refusal to do anything about this was filling Ruby with anger she never felt before.

And that anger was growing as she balled her hand into a fist as she tried to keep herself calm.

But that all went out the window as soon as she saw Cardin pour Velvet's cereal on her. Causing the poor girl's ears to wilt down in sadness as she tried to hold back a few sobs while Cardin and his team laughed. All the while no one was willing to help. Only to look away while trying not to pay attention.

"That's it!" Ruby said while slamming the table. This made her team and team JNPR to jump from the girl's sudden outburst.

"Ruby?" Jaune blurted out in surprise.

"Hey, Cardin!" Ruby called as she stomped over. "How about you pick on someone who doesn't have a problem fighting back!?"

Turning towards where he heard his name being called, Cardin soon looked towards the angry Ruby with a smug smile as soon as his eyes landed on her.

"Well if it isn't grass mouth," Cardin said with a laugh. "What are you doing here? Thought you would eat the grass outside with how much you liked eating the lawn during Port's class."

"Wow. Nice insult Cardin. Top tier. Bet it took you a whole two seconds to come up with that one." Ruby snapped back.

This caused everyone to stop what they were doing and stared in shock at Ruby. They NEVER heard her make witty comebacks like that!

"What the...," Wiess muttered as she stared in shock. "When did she start acting like Yang!?"

"Guess she learned more than just fighting from uncle Qrow," said blonde muttered. That sounded like something her uncle would say.

"That's what your uncle sounds like?" Blake asked while not looking away from the scene playing.

"Yeah…, but maybe a little less sober, depends on what time it is."

Weiss could only look at her brawler of a teammate with a flat look.

"Let's just hope Ruby doesn't pick up THAT habit in the future…," sighed out the Schnee heiress.

"Wow. You got a death wish today, don't ya?" Cardin said, his attitude turning slightly more aggressive as he finally let Velvet go, Ruby now having his full attention.

"No I just don't like jerks hurting people," Ruby said. Not backing away even when Cardin walked towards so he could loom over the smaller girl to intimidate her.

It wasn't working and that was getting Cardin angry, as he glared at the younger student who just glared back at the bigger student.

"What? Am I supposed to be scared you're taller than me? I've beaten plenty of Grimm bigger than you. They also didn't have personalities like a dumpster fire." Ruby smirked, enjoying Cardin getting steadily angrier. '_Wow, no wonder Uncle Qrow likes to do this._'

This caused a few students to let out a few "oooh," while others broke into small laughter. All this, of course, made Cardin even angrier.

"Why you little!" Cardin yelled as was about to grab his weapon but before he could act on his anger a strong pressure soon enveloped him, locking him in place as he tried to fight this invisible force.

"Mr. Winchester. I can't say I'm entirely surprised," said a stern voice. Everyone turned to see Glynda Goodwich walking over, her riding crop pointed at Cardin, a violet sigil glowing in front of it.

"M-miss Glynda?" Ruby gasped out. Her previous bravado gone as she saw one of the strictest teachers in school looking at her and Cardin with her usual stern glare.

"I did expect a little more of you, Ms. Rose. Fighting is not allowed in the cafeteria," she continued as she releases Cardin. "If you two have a grievance with each other, I suggest you settle it in a sanctioned and _supervised_, manner."

Cardin only grumbled as he fixed Ruby with a glare, something Ruby was willing to send back. It seems this fire in her was still aflame, even if Glynda was bringing out more of Ruby's meek side.

Scoffing the tall teen turned around and made his leave. His teammates following close behind.

Sighing at Cardin's behavior, Glynda was about to make her leave as well before spotting Velvet. Said teen was trying to make herself as less noticeable as possible. Something quite hard with her breakfast on her.

Quickly connecting the dots the older woman let out a sigh as she pointed her riding crop at the young Faunus. Causing said girl to let out an eep and close her eyes. Waiting for whatever punishment awaited her.

But nothing like that happened. Instead, she felt her wet uniform start to dry and the sticky feeling from her cereal leave her. Opening her eyes she was greeted to the site of Glynda's semblance being used to clean the poor girl up.

It only took seconds for the last of her cereal to be removed from her person than flying off to the nearest trash can in the room.

"Miss. Scarlatina, I understand your desire to avoid conflict, but you really shouldn't be allowing this to happen." Glynda said in a stern, but somehow comforting, tone. "He'll only continue if you don't get him to stop." She then turned to the rest of the students. "The rest of you, finish your food. You have a test today, so you'll want to be prepared." She finished and quickly turned on her heel before leaving.

As soon as Glynda left the rest of the classroom was quick to descend into chatter as they all quickly talked about Ruby's sudden change in character and how there was pretty much going to be a grudge match between Ruby and Cardin.

Ruby let out a sigh of relief as she saw Glynda leave, glad that she didn't bring down the wrath of one of the strongest teachers in Beacon. Though now she was left wondering about her sudden outburst earlier. It was like a feeling in her heart was telling her to act, and she couldn't help but listen to it.

'_What's going on with me?_' Ruby thought as she placed a hand on her chest. First the dreams, then the girl she could see, and now this? What was going on with her?

And why wasn't it scaring her as much as it should?

But those questions would need to wait because a certain Fanus was looking her way.

"Ruby, I… I thought you promised me not to do that." Velvet complained. The expression on her face was a mixture of embarrassment and gratefulness, clearly not sure how she should be feeling in this situation.

The red-themed girl looked to the rabbit Faunus. Why was she upset? Ruby knew that she promised, but was Velvet that meek that she would rather endure Cardin's torment then fighting back?

"Velvet you can't be serious?" Ruby said as she looked towards said girl. "As Glynda said, you're just encouraging that jerk."

"I… I just don't want all this conflict. Especially over me. You haven't seen how Coco, Yatsuhashi, and Fox are like when they're angry. It's not pretty."

"They're only like that because they care," Ruby argued. Not letting Velvet make excuses. "But you could avoid them needing to interfere by standing up for yourself. You're strong Velvet, I've seen you fight when Yang asks you to spar with her."

"Well, I… I just… I'm… Sort of afraid of going too far." Velvet admitted. "Since I'm mostly using other techniques and weapons, I'm not so great at holding back with them. I'm afraid I'd cause some real damage. Cardin might be a jerk, but he doesn't deserve _that _much."

"Velvet…," Ruby trailed off. Letting out a sigh the silver-eyed girl sighed before placing a hand on the older student's shoulder. "Velvet, Cardin might be a bully, but he's still a fellow student who was able to make it into Beacon. He's able to fight, and if you want to be safe about it, you can always just ask Miss Glynda to challenge him. She seems to let students settle their problems in the ring.

Velvet tried to think of a response but just sighed. "I suppose you might be right. I don't like it, but I guess it needs to be done. I'll need to prepare myself for it, though. Both physically and mentally." Velvet smiled. "You're a sweet girl, Ruby. Always trying to help others. Just… be careful about that getting you into too much trouble, okay?"

Blushing at the compliment Ruby just rubbed her head awkwardly while waving her other hand bashfully.

"Awww it was nothing, no reason to say that, shut you're stupid little..." Ruby gushed embarrassed, mumbling under her breath as she blushed, getting a quiet giggle from Velvet.

"Though," Velvet said with a more serious look. "From the way Miss Glynda talked it sounds you might be dealing with him before me."

"Ha!" Ruby said with a bit of pride. "I can take him! I've won a few matches against him before, and he barely ever changes his strategy of attacking head-on."

"Well, be careful all the same. Even a fool can learn eventually. Take care of yourself." Velvet finished with a short bow before walking back to get a new tray of breakfast.

"Congratulations. You've managed to sound _mildly_ more mature than usual." Weiss snarked as she walked over. Despite her teasing tone she couldn't help but show that she was proud of her leader.

"Uh, well, you know… Guess all that practice you've been telling me to do is paying off. Gotta be the best team leader I can be, you know?" Ruby smiled, trying not to sound bashful.

"I just hope antagonizing Cardin isn't going to come back to bite you. The guy does not let go of grudges easily." Jaune warned.

"Aww come on, I've put him in his place before. What's the worst he could do?" Ruby scoffed.

**~~~~~~~~~(some hall in Beacon Academy)~~~~~~~~~**

"That little brat!" Cardin shouted as he punched the wall next to him. He was alone right now, his teammates had gone on ahead, mostly not to be around him while he raged.

"Thinking she's so tough!" he raged as he thought back to the confrontation he had with the little twirp of a leader. Thinking she's so tough because she was able to impress that old coot Ozpin into letting her join Beacon two years early.

Letting out another growl the teen punched the wall again in anger, this time causing some damage in the form of a few cracks were his fist landed.

As Cardin stood there taking a minute to calm down, while also stewing in his anger the large brooding teen was interrupted by the sound of clapping.

Turning towards the sound, Cardin was greeted by the sight of a tall cloaked man clapping his hands as if he just saw a good show. All the while walking down the halls towards Cardin.

The man wore a rather simple leather hooded cloak, the hood pulled down to completely hide his face. There were two silver pull strings dangling from the collar and a large zipper than ran all the way to the bottom of the coat, which stopped around the ankles. The shoulders of the coat were somewhat pointed, and the sleeves of the coat were long enough that the fingers of the man were all that extended beyond them, while also being close fighting enough that they seemed just wider than his arms, and he wore black leather gloves. The coat was slightly unzipped at the bottom, enough to freely move his legs and showing that underneath was black leather pants and boots. The outfit just screams "I do not want to be recognized."

"My oh my!" laughed the cloaked man as he walked towards the confused teen. "That's a lot of anger your letting out there kid! You should be careful, from what I heard some nasty creatures around here like to tear the source of those feelings to shreds."

"Who are you supposed to be, freak?" Cardin demanded, drawing his weapon and getting into a fighting stance.

"Woah now kiddo!" the cloaked man said while raising his arms up in surrender, though his tone didn't change, showing he was afraid of Cardin. "Just a friendly face drifting through and decided on taking a little tour through this school, it being a place that breeds the best just got little old me a little curious is all."

"You wanna know about Beacon, talk to one of the teachers." Cardin scoffed. "Now buzz off, before I toss you out the window."

"Awww but then I would have to listen to a lecture while walking," the cloaked man said with a whine. "It would also mean I would've missed that little show you were in in the lunchroom."

Stepping forward the cloaked man was now standing over Cardin looking down at him, with a single yellow eye peering through the darkness of the cloak.

"And I got to say, pretty sad being talked down like that by little red back there," the cloaked man said, referring to Cardin's confrontation with Ruby earlier.

"You… You're dead meat!" Cardin seethed, charging at the man and swinging down hard with his mace. The blow never connected, as the man effortlessly grabbed Cardin by the wrist. Cardin looked shocked for a moment before trying to break free, only the man's grip to not let him budge. "What the-? Let go, damn it!"

"Hey now kiddo no need to go swinging like that," the cloaked man said in a playful voice. All the while not letting go of Cardin's wrist, no matter how hard Cardin was trying to pull away. "Besides I was just pointing out how annoying it is dealing with little punks who think they're all that is all."

"Shut up! What would you know!? What do you even want from me!?" Cardin practically shouted, still frustrated at his unexpected helplessness.

"Just thought you could use a little help is all," the man said, false friendliness oozing out of him. "From what I hear, you're going to be fighting little red soon, and I thought I should be a pal and help you out."

Cardin finally stopped struggling, staring in confusion. "...What? Why? What do you get out of this?"

"Besides seeing a good show?" the cloaked man asked while letting go of Cardin' wrist. "Just want to see where little red stacks up and all that."

"And just how would you help me?"

"You leave that to me," the man said as he held out a hand. "So what do you say? Want to show little red her place?"

Cardin looked at the man's hand for a moment, a feeling in his gut telling him that it was more than just a way to make an agreement. The thought of putting that little kid in her place was nice…

After a moment more Cardin smacked the man's hand away. "Find another chump for your games. I'll beat her on my own." Cardin spat before turning to walk away.

"As if," the voice of the cloaked man said as a hand clasped onto Cardin's shoulder. Dark energy oozing from the appendage as it soon started to latch on and spread all over the now scared teen's body.

"But sadly for you, you don't really have a say in the matter," the cloaked man said as he placed another hand on Cardin's other shoulder. Causing the dark energy to spread even faster.

**-(back with Ruby and the gang outside Arena)-**

"Hello, class. Good to see you all here." Glynda began. "As you all know, today will be combat practice. One on one against your fellow first years. I'm sure you know the rules, but just to reiterate, each match will continue until one side either gives up, is rendered unconscious or otherwise incapacitated, or until one combatant's aura is either completely or dangerously close to being extinguished. Any else goes. In addition, to prepare you for the Vytal Festival, the stage will have two different terrains, chosen at random, so don't forget to take that into account when you work on your strategies. I've scheduled your matches for today and will be calling you down two at a time. I hope you all learn something useful today. Now then, Mr. Arc."

"H-Huh? Um, yeah?" Jaune stuttered, surprised to be called first.

"You've made quite the improvement since first arriving here at Beacon, but you're not quite to your peers' level yet. Considering her skill and expertise, not to mention your familiarity with each other, I've put you up against Ms. Nikos. Both of you come down please."

"W-Wait, seriously? Pyrrha?" Jaune asked, looking befuddled.

"It'll be fine, Jaune. Just consider it another of our practice sessions." Pyrrha smiled comfortingly at him as she rested a hand on his shoulder.

"Uh, yeah. Okay, I guess." he smiled back, still nervous.

"Go Jaune! Do your best!" Ruby called.

"Don't break him!" Nora joked.

"Nora," Ren sighed out.

"Yeah…," Jaune muttered while giving Pyrrha a pleading look as they walked towards the arena that had changed to look like a desert on one side while having a small body of water on the other. "Don't break me."

The Mistral champion only smiled at her team leader before setting into a battle stance. Jaune soon followed suit all the while letting out a defeated sigh.

"Ready?" Glynda said as she looked at the two teens. Getting a nod from the two the combatants' teacher pulled out her scroll to see the aura levels of the two before shouting. "Begin!"

As the practice match began, the rest of the gang huddled up to talk while everyone else was busy watching the one-sided slaughter.

"So, who do you think we got paired up with? I mean, it was Professor Glynda's choice, after all." Yang asked.

"More than likely we will be matched with other students that will push us," Weiss said with a nod. "It would be pointless to see a one-sided match,"

"Like the one going on right now?" Blake said while wincing at the high pitch scream Jaune let out. Pyrrha was a sweet girl but she was also a slave driver when it came to training. Only really outdone by Nora when it came to training.

"I just want to get a lot of practice with my new partner here," Ruby said, patting her word. "I hope Crescent Rose doesn't feel like I'm cheating on her, though."

"You're disturbing relationship to weapons aside, aren't you fighting Cardin?" Weiss asked.

"Yeah, so I'm not really worried. I'll probably let the fight drag out so I can get in more practice." Ruby declared with a smug smirk.

"Ruby," Blake said with a flat look. "Don't get too big-headed. We have enough hot air as is with Weiss."

"Hey." Weiss huffed.

"Since she's the Ice Queen, wouldn't it be cold air?" Yang joked.

"Hey!" Weiss huffed again, more indignantly, as Ruby stifled a chuckle.

"Ok guys I think you poked fun of Weiss long enough," Ruby giggled out. "And don't worry Blake I'll make sure not to get overconfident."

"Good," the Faunus said with a nod. "Last we need is for Cardin to get a swelled head from getting a win from you being sloppy."

Speaking of Cardin," Yang said as she gestured towards the other side of the field, were the boy in question stood, though it was a bit unnerving to see the loud bully just stand there not doing anything. He was just standing there looking at nothing as his teammates could be seen trying to get his attention.

"What's wrong with him?" Nora asked as she watched Cardin's team trying to snap him out of whatever trance he was in. Heck, something must be wrong if he was letting them smack his face and shake them with the only sign of him even being conscious was the fact he shook them off if they tried taking him back towards the school, more than likely to the nurse's office.

Soon the group heard a bell go off as Jaune was seen being flung into the water in the arena.

"Match over. Winner, Ms. Nikos." Glynda announced from the arena. "Thank you for allowing Mr. Arc to learn something," she said as she adjusted her glasses.

"It was our pleasure, right Jaune?" Pyrrha replied happily.

"Yeah… Sure…" Jaune panted, using his sword and shield to prop himself up on one knee.

"I'm sorry." Pyrrha chuckled, offering her shoulder so she could help walk him off the arena.

"I'd say he did well, all things considered," Ren said diplomatically.

"Pfft, that was weak! I'll make sure to whip him into real shape by the Vytal festival!" Nora declared enthusiastically.

"Gods have mercy on that poor boy." Yang chuckled.

"Alright. Next is…" Glynda began, continuing the day's test.

Ruby watched as each match played out, most of them were going by so fast Ruby was left looking around and soon spotted Cardin staring at her. But not in a hateful way like she expected, but in the blank emotionless way he was doing ever since he showed up to class.

It was honestly starting to freak her out with how he was just staring at her like that, at this point she would have preferred him giving her one of his nasty glares or at least taunt her, this new attitude was so jarring.

Though the young teen didn't need to endure it for very long thankfully since miss Glynda called out her name.

"And the last match for today!" Glynda called out while looking towards Ruby. "Miss Rose Vs. Mr. Winchester."

"You're up, sis! Try not to go too hard on him." Yang joked.

"Uh… yeah." Ruby said, still caught off guard by how dazed Cardin looked as both of them walked down to the arena, facing each other with some good distance between them. "Hey Cardin, um… I know this is weird for me to say, but we don't have to do this, you know. We can do it later if you're not feeling up to it?" Ruby suggested, drawing her sword all the same. Cardin didn't react and just stared at her with a blank look on his face.

The arena changed to half rocky canyon and the other a rocky landscape with geysers.

"And begin!" Glynda announced.

**[Kingdom Hearts - Shrouding Dark Cloud]**

Almost instantly Cardin dashed at Ruby, his mace raised, closing the distance between them in barely a second.

"Whoa!" Ruby shouted, barely able to raise her sword in time to block the powerful overhead strike. Even though she used both hands to support the weapon the force Cardin brought down on her brought her to one knee, cracking the ground beneath her. In a panic, she used her sword to shove his weapon aside before using her semblance to gain more distance from him. "What in the-?"

She didn't even have time to finish her sentence as Cardin was up to her again, swinging horizontally at her body. She used her semblance to dodged over him before slashing at his head. She was shocked to see that he blocked it with his mace without even turning around, before sending her to the ground with a spinning backhand. She struggled to get her bearings, barely recovering soon enough to roll out of the way of another overhead swing that destroyed the ground where she had just been.

Ruby grit her teeth and used her semblance to charge straight at him before veering off the side at the last second, baiting out a swing that whiffed before swinging at his torso. He somehow managed to block that attack too, before taking out her legs with a sweep kick. Ruby landed hard on her back, and before she could recover Cardin grabbed her by the neck and lifted her up.

'_What's happening? He's never been this good! He's swinging his mace around like it weighs nothing! And he's not just using pure strength either.' _She tried to stab him with her sword only for him to catch it with the spikes in his mace. She looked at his face and was surprised to see his expression was completely blank. She also thought she saw his eyes glow for a moment and an almost unnoticeable dark aura around him.

Before she could process this any further Cardin headbutted her, dazing her long enough to give her a powerful swing, knocking her up into the air. Ruby grit her teeth through the pain long enough to see that she was going to land in the geyser area, giving her an idea.

She used her semblance to keep herself from landing hard and took her battle stance as Cardin rushed her again. She stabbed at him but he deflected the attack easily and countered. Ruby barely managed to parry the powerful hit aside and attacked again. Ruby did what she could to hold her ground, deflecting and dodging his attacks while countering with her own, trying to stay around the same relative area.

'_Come on, where is it? I don't know how much longer I can hold out!' _she thought. Soon enough she felt a rumble from underneath her feet. She deflected one more attack from Cardin before shoving him backward… right onto the exploding geyser. The blast of water was enough to send Cardin into the air, and Ruby finally had her chance. She used her semblance to gain distance from him before rocketing herself straight at him. With a bellowing battle cry, she swung her sword at him as hard as she could, the added momentum and the fact that he was midair sending him flying all the way to the other side of the arena, smashing into the barrier on the other end before falling to the ground.

Ruby stopped a moment to catch her breath before seeing him slowly begin to get up. '_Oh, you have got to be kidding! I better finish this now.' _She struggled to her feet and dashed at him again. Just as she was about to deal what she thought was the finishing blow, Carding suddenly stood up and grabbed her face with one hand, stopping her attack and catching her completely off guard, before slamming her into the ground hard enough to crack it. She struggled for breath as she saw him raise his mace, the dust crystal at the center glowing. With all the strength she could muster she rolled out of the way, bracing for an explosion of fire and force.

Instead, much to her surprise, the explosion of force was not followed by fire, but by the earth rising up and forming a high wall around the two of them. Ruby was so stunned it left her wide open for a swing to the face, slamming her into the newly created stone wall. She struggled to get her bearings and took her stance, only to look in shock at what she saw. The dark aura that Ruby wasn't entirely sure was there before was now radiating off Carding like a cloud of thick smoke, and he charged at her even faster than before. Ruby tried to get away but each hit was fast as lightning and struck like a freight train. Even though she was somehow managing to block every hit the force behind them made her arms scream in pain as she kept getting slammed back into the stone wall.

Then, much to her dismay, one of the swings broke the sword, the mace plowing through it and hitting her right in the face. She could feel her Aura finally break as she spun, cutting and scraping herself against the stone wall before falling to her hands and knees. Ruby struggled to look up and, much to her horror saw that Cardin was raising his weapon for one final blow.

'Oh no,' Ruby screamed in her mind as she saw the mace descend down on her, and with no Aura, she knew this attack would not be something she could walk away from.

'He's going to kill me!'

Then, suddenly, he stopped. Ruby tried to move but realized she couldn't move either. '_What… What's going on? Am I about to die? Is my life going to start flashing before my-?'_

He thought were cut off as she saw someone emerge from behind Cardin. Much to her shock, it was the same woman in the fox mask she saw before the same one from the ruin's inscriptions. Without a word she calmly walked over to Ruby before kneeling down, their faces inches apart as she just stared at her. After a moment she gently grabbed ahold of Ruby's hand, the one still gripping the broken sword for dear life, and pointed it at Cardin. The woman then leaned into Ruby's ear, saying a single word that she also felt compelled to say.

"_**Fire."**_

It took Ruby a few seconds to process what happened in the next moment. The woman in the fox mask vanished without a trace like she was never there to begin with. An instant later a ball of flame gathered at the end of her sword and shot at Cardin, hitting him in the chest and exploding with enough force to send him flying into the stone wall behind him, cracking it, and also hard enough to drop his mace.

Ruby blinked in surprise for a moment before realizing the situation she was still in when Cardin groaned and started to stand up. Summoning up all of her strength she pulled herself to her feet, quickly ran over to pick up Cardin's mace, and swung it at his chest as hard as she could. The fire crystal erupted in fire and energy, smashing Carding through the stone wall and sending him bouncing along the ground as the rest of the walls around her crumbled. Unable to keep her balance, Ruby stumbled forward before landing flat on her face.

**[song end]**

"RUBY!" shouted a chorus of voices as the rest of Team RWBY and team JNPR rushed towards the fallen girl.

"Oh, gods! Ruby!" Weiss cried out as she gently picked up her unconscious leader. Lifting her up to a sitting position as everyone else circled around them.

"I'm calling the infirmary so they know to expect you," Glynda said, pressing some buttons on the screen of her scroll. "Take Ms. Rose and Mr. Winchester there immediately. Afterward, head to your dorms, further discussions will be left to later. Now go." she ordered.

As everyone scrambled to do what they were told, and Glynda started guiding the rest of the class back towards the school, the same cloaked figure from before sat on top of one of the school's many roofs far from anyone would be able to see him.

**[Kindom hearts 3: Omen]**

Smiling that cloaked man was able to see the match between Ruby and Cardin perfectly.

"Good," the man said. The grin under his hood getting bigger as he saw Ruby being carried off. "It seems little red is made of sterner stuff, sad she was able to pull off that win by barely tapping into the true power in her heart."

Getting up the cloaked man stretched a little to get some kinks out.

"No matter," he groaned out as he finished his stretching. "She still has a **bit **of time left before the real show starts."

Letting a small laugh the cloaked man turned around, then a black portal soon opened up in front of him that he started walking towards. But before he completely stepped through the portal the cloaked man turned to the ruined arena and smiled.

'Kid reminds me a lot of you," the man said as he walked through the portal. All the while the image of a cloaked girl with a fox mask flashed in his mind, and his smile became more somber as the portal closed behind him.

"Ava."

**[song end]**

**~~~~~~(later that night)~~~~~~**

**(Ozpin's office)**

**[Kingdom Hearts 2: magical mystery]**

At the very top of Beacon Academy was the Office of one Professor. Ozpin, Headmaster and considered one of the most powerful men in Remnant, not only in political power but also one of the most skilled Huntsmen in history.

A man who commands respect and wielded wisdom that had men and women come to him in droves to train under his school. A school he ran that gave the world some of its best defenders.

A man who has so much power, it left most in fear at the prospect of him using it.

And currently said man was left confused at what he was seeing.

"How can this be," Ozpin whispered as he rewatched the fight between Ruby and Cardin. While Glynda was unable to see the rest of the match because of young Winchester's little stunt, Ozpin was able to see everything with the help of a little drone that had a birds-eye view of the whole event.

'_I'll have to thank James for this little tool,_' Ozpin thought while thinking of the General of the Atlassian military. '_Without it, I would have been in the dark about this little mystery._'

Pressing the rewind button for the tenth time in a row. Always to the part were Ruby was able to turn the fight around by pulling off something she had no possible way of doing.

"Now…," Ozpin said as his eyes narrowed behind his black glasses as he watched the moment Ruby fired a ball of flame from her broken weapon. "How is it you were able to do it?"

Though his train of thought was interrupted by the sound of the Elevator door to his office chiming. Signaling that someone was visiting him, and he had a good guess at who it was.

Stepping through the open elevator door was one Glynda Goodwitch. More than likely just returning from dropping the two students who caused this meeting.

"Ozpin," Glynda said with a nod and a tone of respect towards her boss and leader. "You wish to see me?"

Nodding, the aged professor gestured towards a seat in front of his desk.

"Yes Glynda, have a seat," Ozpin said, and Glynda quickly did what he asked as she sat down with perfect posture expected from the second in command of Beacon.

"So," the silvered haired man said as he grabbed his favorite mug and took a quick sip of its content. Savoring the drink for a second before getting back on track before his assistant got impatient. "Are Miss. Rose and Mr. Winchester doing alright? From what I hear they both seem to have taken a nasty beating."

Glynda frowned at the reminder. The fact that two students were hurt during HER test while under her watch, but also the fact that the arena that was loaned to them from atlas would take time and money to repair.

"Don't worry," Glynda said while taking a small breath to calm herself. She couldn't lose her cool right now. She needed to stay calm and figure out what happened earlier today. "Ruby Rose and Cardin Winchester are doing fine. Their Aura took the brunt of the damage, and besides some bruises, they will be back to full health in no time."

"Good," the headmaster said with a nod. "An arena can be fixed, weapons can be reforged, but a life can't be replaced. It's good that we didn't lose anyone today."

"Ozpin?" Glynda asked confused at her headmaster's behavior. "Why are you treating this-!'

Glynda's question would have to wait as Ozpin's phone began to ring. Interrupting the blonde woman.

"That must be James," Ozpin muttered as if he saw this call coming.

"What?" Glynda said as she looked a little surprised. "Why would he be calling on your off-hours? He couldn't possibly have gotten the report of the broken arena."

"While I'm sure he'll wish to speak about that," Ozpin said with an amused smile at the thought of James Ironwood's expression at seeing a picture of the arena he lent them being destroyed.

Shaking his head to rid himself of the amusing image the headmaster's face soon cooled back into a perfect image of stoicism as he pressed the answer button to his phone.

"He's more than likely calling for the meeting,"

"Meeting?" Glynda asked. "Ozpin what could warrant a meeting with Ironwood?"

"A meeting of our inner circle," Ozpin answered with a firm tone as a hollow graphic screen appeared in front of him, it then showed the image of a man staring back at him.

The man on the screen was clean-cut, well-groomed with hair starting to grey on the sides, but he still looked youthful. His expressions spoke of experience even beyond his advancing years, the only oddity on his face a barely noticeable metal implant above his right eyebrow.

"Ozpin," the man said with a nod of respect towards his fellow headmaster. Ozpin doing the same. "Sorry if this seems rude but what do you need of me? I'm on a tight schedule, and I keep getting calls from a few people from the Atlas council, something about the arena we sent you to use?"

Glynda let out a soft cough as she looked away from the screen as Ironwood gave his fellow member of Ozpin's circle a confused look.

"I'm sorry to call you at such a busy times James, but I thought it was important to address a situation we have right now,"

"What situation?" Ironwood asked with a firm look on his face. "And how bad is it that we can't wait for Qrow to either show up or call?"

"The magic kind," Ozpin answered. Causing Ironwood and Glynda to gasped out.

**[Kingdom Hearts BBS OST: The Key]**

"Ozpin what are you talking about!?" Glynda shouted, losing her cool. "I thought you wanted to talk about the match Ruby and Cardin had!"

"And you're right," Ozpin said before pulling out an image from his scroll and sending it to be displayed on the screen with Ironwood.

An image of Ruby Rose.

"At least… I wanted to talk about the person from said match that used magic."

Looking at the picture of Ruby left Glynda stunned, and Ironwood was fairing no better. But Ozpin's words were able to snap her out of it as she stared at her leader wide-eyed.

"For that to be true, she'd have to be a-!" Glynda almost yelled before Ozpin silenced her by raising his hand, telling her to calm down.

"She isn't. I can say for sure, she isn't one of the four." Ozpin assured her.

"But then… how?" Ironwood asked.

"... Now that is the question, isn't it?" Ozpin said as he then sent the video he had been watching for the past hour as well, showing both of his fellow members the part were Ruby summoned a ball of flame to knock back Cardin.

As the two watched the video intently, they were left stunned to see Ruby do something only a few select people in the world could do.

"How…?" Glynda muttered. "How can this be if she's not a maiden?"

"That's what I've been asking myself," Ozpin muttered. He knew Ruby wasn't part of the four, he would know.

And he knew without a doubt **she** would never give her power to anyone, let alone a silver-eyed warrior.

"And what is that Aura coming off of Winchester?" Ironwood asked.

"Again I don't know," Ozpin sighed out in a rare show of frustration. "All I do know is that it's no longer with young Winchester."

"How?" Glynda asked.

Pushing up his glasses, the old headmaster sighed out.

"Trust me, I felt the energy Cardin was using from here," Ozpin said. "And as soon as Miss. Rose knocked him out the presence disappeared without a trace."

"It could be still there," Ironwood argued. Glaring at Ozpin. "We shouldn't take any risk. It would be better to quarantine the young man until we can be sure he won't be a threat."

Glynda would have argued with James about his extreme behavior, but even she had to agree with him. The power Cardin used was dangerous. And she shuddered at the thought of her student going on a rampage with the power and skill that dark energy gave him.

"That won't be a problem," Ozpin muttered while taking a sip of his drink. "I already sent word to Oobleck and Port to have young Winchester moved to another part of the school, had them take up guard, and watch over him in case the energy that was controlling him comes back.

"Then… All we can do is wait until one of them recovers." Ironwood stated a bit annoyed they couldn't do anything at the moment. "What should we do in the meantime?"

"For now," Ozpin said as he got up and walked towards his window and looked towards the horizon, watching as the sun descended downwards and the night sky slowly creeps in.

How ominous it looked. Like a foreboding message.

No…, more like a threat.

"We wait and see," Ozpin sighed out. Closing his eyes in frustration at his own lack of answers.

"It's all we can do," he said as he turned his back to the now darkened sky. Taking a seat the headmaster was starting to feel his age. His TRUE age as he gave his two close companions a tired look.

"At least…, until we can learn more about the situation," he said as he ended the call with a worried Ironwood and soon got up to leave with Glynda. Hoping the night air might calm his nerves.

Sadly you don't have time...

The door has been open…

And darkness has **come.**


	5. Chapter 5 Remnants Fall

**(Play Kingdom Hearts Birth By Sleep OST - Aqua's Theme)**

Weiss looked over Ruby, recovering in the infirmary, wondering just how things had gotten to this. Of all the things Ruby had had trouble with combat was _never_ one of them. And as much as she wanted to chide Ruby for being overconfident, Cardin was never one of the more challenging opponents. Sure he had strength and skill, but his arrogance and his temper always kept him from being a truly dangerous opponent, and yet somehow here she was, looking over her team leader who had somehow just barely came out on top.

Weiss's hands clenched into a fist as she looked at her leader's beaten form, while most of her wounds had healed up and the bandages would be off by tomorrow, the Schnee heiress

cursed under her breath. How did Cardin get so strong? Why were Ruby's injuries taking so long even with the nurse's healing semblance, and why did Glynda tell them earlier that Ospin wanted to speak with Ruby as soon as she woke up, instead of waiting for her to fully heal!?

"How's she holding up?" came a voice from behind her. Weiss turned to see Yang and Blake walk in, holding snacks and drinks. Following close behind them was team JNPR also carrying snacks as well or in Nora's case a stack of pancakes… a lot of pancakes

"I made pancakes!" Nora said cheerfully.

"_I _made pancakes," Ren stated.

"I made Ren make pancakes!" Nora said in the same cheerful tone.

Ignoring her orange hair friend's behavior, Pyrrha handed Weiss a drink.

"Is Ruby doing ok?" the former champion of Mistral asked while casting a worried glance towards the sleeping Ruby.

"Well, she seems healed up, more or less. But she still hasn't woken up." Weiss said, taking a can of iced tea. "But the strange thing is that her aura isn't regenerating as fast as it should."

"Isn't that what the nurse said about her when she got back yesterday? When she said she was attacked by some Grimm in the ruins?" Jaune noted.

"I'm starting to wonder if it was really Grimm that attacked her in the first place," Pyrrha noted.

"Well, we're not getting answers until she wakes up. Cardin's still quarantined, and I don't think he's even up anyway." Blake mentioned.

Everyone just looked at Ruby, the victim of something they didn't understand.

"What's going on…," Jaune muttered while looking down in shame, a feeling of frustration building up. For the whole two weeks that things started getting weird for his first friend. The sleeping problem, the strange changes in her mood, and now her Aura acting strange every time she fights something! And all the while Jaune couldn't help the first person that was nice to him, even when she helped him to work up the nerve to stand up to Cardin.

While the former farm boy stewed in his own self-anger the rest of team JNPR started getting comfortable for the all-nighter they were about to do.

"Man you think they would make more comfy chairs for people while they wait," Yang said as she tried to get comfortable in the stiff seat she was in. Nora who was next to her deciding to give up on sitting in her chair decided to just make herself comfortable on the floor.

"You're telling me!" yelled the hammer wielder. "The floor is way better!"

"To be fair the nurse's office only keeps the patients' comfort in mind," Blake muttered out with a flat look. "And not some teens staying the night."

"I hope the nurses have been keeping the room clean…" Weiss muttered, a bit annoyed at the redhead's carefree nature.

"Hey, at least we've got the day off, right?" Yang said, trying to keep the mood light.

This only earned her some withering looks from the rest of the group and even a small groan from the unconscious Ruby.

"You guys suck," pouted the blonde boxer.

"Well, at least we know she's going to recover just fine," Blake smirked.

"I'm glad that we get to hang out, but boy can this get boring sometimes, huh?" Nora said, sprawled out on the floor.

"Nora," Ren sighed out. "We're here for Ruby, not fun."

"We could do both," muttered Nora with a pout.

While they all conversed none of them noticed that Ruby wasn't lying quite so still anymore, something happening in her dreams.

**(song end)**

**~~~~~~(with Ozpin and Glynda.)~~~~~~~**

**(play Kingdom Hearts BBS OST The Silent Forest)**

"Are you sure we need to talk to Ms. Rose tomorrow?" Glynda asked her boss. An uncomfortable look on her face as she questions her superior's judgment. "Would it not be better to just wait for her to get some more rest, so she can be in a better state of mind when we ask her about her use of magic?"

While Glynda tried talking Ozpin out of rushing Ruby, the headmaster simply drank from his mug as he gave Glynda a side glance. Sighing the aged man set his drink down as he gave his trusted assistant a stern look, something he rarely did, which caught Glynda off guard being on the receiving end of one.

"Glynda," Ozpin began. "I understand you're worried for Ms. Rose, once we ask about her use of magic we will end up having to reveal to her information only we know, and in doing so we will be dragging her into the true battle we have been fighting."

"Then why!?" Glynda argued. "Why are we doing this? I know Ms. Rose was going to be brought into our inner circle later once she's a fully-fledged huntress, but you said so yourself, you wanted her to still have a childhood before then!"

"I know," Ozpin said as he slammed a palm on his desk, causing Glynda to jump from the sudden action. It was rare to see Ozpin show such a level of anger like this. "But things are different now! Ruby has magic, something that should be impossible without being a maiden. The only ones who can are me and…, **her**. Yet we saw in the video that Ms. Rose cast a low-level fire spell in her fight with young Winchester."

"But… why now? Why so soon?" Glynda asked, concerned for her superior.

Ozpin calmed down but looked no less concerned. "I just… I can't help but feel like time is running out."

**(song end)**

As he said this Ozpin looked out his window and noticed something peculiar. Namely that the sky was dark and clouds seemed to be gathering. "Glynda… what was the weather forecast for today?"

"Partly… cloudy." Glynda replied, only just now noticing the clouds that were starting to swirl as they came together.

"Glynda..., sound the alarms," Ozpin ordered as he saw black creatures appearing through dark portals and even some falling from the sky. "We have to get to Ms. Rose at once."

**~~~~~~~~~~~(back with the group)~~~~~~~~~**

Yang spat out her root beer in shock as the alarm blared. "Dang it!"

"That's the emergency alarm!" Pyrrha shouted. Shooting up from her seat along with the other minus a still sleeping Ruby who was groaning out and squirming in her bed.

"What's going on!?" Jaune shouted over the alarms while hearing the sounds of people running down the halls outside. "Are we under attack!?"

"Who would be attacking one of the most secure places in Vale?"

Right then Weiss' scroll rang, and she opened it up, shocked to see who was calling her. "P-Professor Ozpin?!"

"Ms. Schnee, is Ms. Rose awake yet?" he asked in a tone that clearly showed he was concerned.

"Wh-What? Um, no she's-"

Just then Ruby shot up, screaming like she was still having a nightmare, her arms and legs flailing.

"Ruby! Are you alright!?" Yang asked, rushing over and placing a hand on her shoulder to try and comfort her.

"Ms. Schnee, listen to me very carefully," Ozpin said, catching her attention. "We need to see Ms. Rose _immediately_. Keep her safe, and all of you arm yourselves. Beacon is under attack."

"By what? Grimm?" Ren asked.

"No, something else."

"What?" Nora asked.

"... I don't know. Keep your wits about you and stay on guard. Good luck." Ozpin finished, cutting the communication.

"What's going on?" Blake said as she helped Yang to calm down Ruby, who was trying to shake her older sister off her. Said blond was trying her best to calm down her sister who was kicking and screaming. "Why does Ozpin need us to get Ruby to him instead of evacuating or getting ready to fight!?

"I don't know!" Weiss screamed as she tried calling the headmaster back, but all she got was her scroll telling her the line was busy."

"Well, we need to do something!" Jaune yelled as he tried to help Yang and Blake try to calm down Ruby, only to receive a kick to the face from said girl who was now using her speed semblance to try to escape. Thankfully Pyhhra was near to catch him.

"Jaune!" Pyrrha cried while Yang and Blake increased their efforts to calm down Ruby.

"Dammit, Ruby!" Yang said to her struggling sister, while Blake let out a few hiss while dodging Ruby's flailing limbs.

All this became too much for Weiss who still couldn't get ahold of Ozpin. Letting out a growl in anger the Schnee heir slammed her scroll down, then got up and walked towards the screaming girl.

"Weiss, what are you about to do?" Blake asked before Weiss raised her hand up and swung down.

***SMACK!***

"SNAP OUT OF IT, YOU DOLT!"

Everyone just stared at Weiss, stunned. Ruby, meanwhile, looked equally shocked until tears started welling up in her eyes. "Weiss, that hurt!" she whined.

"And for once I am legitimately sorry about that."

"Um… Why is everyone trying to hold me down?" Ruby asked. "And why is the alarm ringing?"

"Do you not remember screaming your head off for the last ten minutes?" Jaune asked while rubbing his jaw from the kick Ruby gave him during her little episode.

"To be fair, it was closer to five," Ren commented.

"Either way you're saying you don't remember what just happened?" Yang asked while crossing her arms and sending her little sister a worried look.

"I… I just remember feeling scared. Like something horrible was coming."

"Everyone… do you hear that?" Pyrrha asked.

"Hear what, the alarm?" Nora asked.

"No… Listen," Pyrrha said.

Everyone listened for a moment, but aside from the alarm, they didn't hear anything.

"... Where's the sound of everyone else evacuating?" Blake asked.

Everyone looked to the gap of the gap at the bottom of the door and didn't see anything to indicate there was anything moving outside.

"Maybe we should-" Jaune began only of something black to move towards them from under the door. The thing looked like a shadow was somehow moving by itself, before it stopped and raised itself up off the ground, taking a shape that Ruby was all too familiar with.

"No. NO!" Ruby screamed in horror. The black creature focused on her as it leaped at her, claws extended.

Yang cut it off, striking it in the face with a right hook that sent the creature flying to the corner of the room, where it smashed into the wall before disappearing into black dust.

Everyone was silent again, until-

"What? The. HELL WAS THAT!?" Yang shouted.

"No! Why are they here!?" Ruby shouted, looking absolutely horrified.

"Ruby… you know what those are?" Blake asked.

"I… I…" Ruby stuttered as she tried to think of a way to tell her friends that the monsters of her dream were attacking her school or the fact this isn't the first time she's seen them outside her dreams.

"Guys!" Jaune said in a panic as he cracked open the door to peek outside. "We should get a move on, things don't look so good."

To show what he meant the blond swordsman open the door fully to show that the halls were completely empty. The rest of the group including Ruby followed Jaune outside.

"What's going on?" Weiss muttered as she looked around before turning her gaze towards a window. "Where did everyone go? And why aren't any bullheads flying either towards or away from the docks."

During an attack or emergency, there should be aircraft either flying away with as many people or flying towards the school with backup to beat back the enemy. But none of that was going on and that was setting off alarms in her head.

"Even the alarm has been shut off," Ren said as his body tensed up as they all walked through the empty halls. Every fiber of his being was telling him something wasn't right. Even the happy go lucky Nora wasn't able to act like her normal self as the orange-haired girl stuck close to him with her eyes darting around for any attack that might come.

Letting out a huff Yang quickened her pace. "Whatever is going on we need to get our weapons and see why Ozpin wants to see my little sister so bad."

"Yang," Blake muttered as she caught up with the angry blond. "I know you're upset but we need to have a clear head right now."

"And?" Yang said as her eyes flashed red for a split second. "How can I be calm while all this strange stuff is going on, and the fact that my little sister seems to know something and is not telling any of us?"

"I know," the faunus said. "But we won't get any answers with how you're acting, besides…"

**(Play Kingdom Hearts BBS OST Destiny's Union)**

Blake then gestured towards the back of the group towards the trembling figure of Ruby who was looking like she was about to faint ether from whatever was scaring her or from her still-healing injuries. The sight alone was able to snuff out any anger from the blond boxer as she stared at the sorry state her usually strong-willed little sister was in.

Letting out a sigh Yang slowed down, letting Blake and the others go ahead of her as she soon walked at a slow pace alongside Ruby.

After a second the blond member of team RWBY looked towards her sister.

"Hey," Yang said in a soft tone. Getting her sister's attention, said silver-eyed girl glanced up nervously letting Yang see the fear in her eyes. A jab of pain hit Yang's heart when she saw her little sister so scared. Someone who would run headfirst into a horde of Grimm with a smile on her face was now more scared then Yang has ever seen her and the blond boxer hated the fact she didn't know what was going on, though it seems Ruby was barely any better as well.

Letting out another calming breath the brawler of the group stopped herself and her sister, this, in turn, made everyone else stop and turn to the two, but no one said anything, deciding to give the two sisters time to talk.

"Look," Yang said while placing her hands on her sister's shoulder and looking into her eyes. "I don't know what's going on, or why Ozpin needs to see you, or why we just saw a monster that I'm pretty sure wasn't a Grimm that YOU seem to know about."

Hearing this made Ruby try to look away in guilt but was stopped when Yang gently grabbed her face so Ruby could see the supportive smile on Yang's face.

"But that doesn't matter right now," Yang said before giving her sister a hug. "Right now we need to get to our weapons, get to Ozpin, and find out what's going on. Then after that you can tell us what's bothering you when you feel up to it."

Tears soon fell down Ruby's cheeks as she returned the embrace. Everyone else smiled as it seems Ruby was calming down even for just a little bit.

"I'm sorry I didn't say anything. But the truth is, I don't really know much." Ruby began. "I just… They're the things from the dreams I've been having recently, and I just didn't want to believe something from my dreams could be real."

"Wait, so you've been dreaming about these things? They're the reason you've been having sleep problems?" Jaune asked.

Ruby nodded. "I fought some of them at the ruins, too. I didn't tell you because… I mean, it was crazy to even think that things from my nightmares had become real. I don't know what they are or what they're called, but Aura doesn't hold them off as much as other things. Those little ones aren't that strong, but there are ones that are a lot stronger. They're dumb, though, dumber than Grimm." Ruby explained. Then she gulped. "And… and there's one from my dreams I haven't seen yet. It's huge, building-sized even. I just hope it stays as just a nightmare…"

**(song end)**

The group went silent after that. But before anything else could be said Nora spotted something.

"Guys look," the hammer user shouted as she pointed down the hall.

Standing at the end of the hallway was another one of the little monsters that attacked them in the nurse's office. The little thing shifted in place as it stared at them with its beady little eyes.

Everyone got ready for a fight as they glared at the tiny creature who just stood there and watched them. After a while, the group relaxed their guard as the creature didn't seem to want to fight them.

"It's not doing anything," Nora muttered. "Why isn't it doing anything?"

"No clue," Weiss said as she pulled out her scroll to mess with it again while still keeping an eye on the small little shadow.

"Well if it tries anything I'll just smack it around like I did the last one," Yang muttered as she pushed Ruby behind her as to keep the injured girl safe.

"Yeah," Jaune said with a nervous chuckle. "Besides it's only one of them."

And as soon as those words left the former farm boy's mouth two more popped up from around the corner.

"Three," Jaune corrected. "There are three of them but no biggie, we can still take them."

As if taking on a challenge five more showed up. Now the group was getting worried, and before Jaune could say anything else a blow to the ribs from Weiss silenced him.

"Say one more word and I'll freeze your legs," Weiss threatened.

"Maybe now would be a good chance to-?" Ren began before dozens more of them began to show up and they all began to rush the group.

"Run!" Blake shouted.

With that, the group bolted towards the opposite direction as the swarm of monsters. Everyone ran as fast as they could with Yang even picking up Ruby so she wasn't left behind with her injuries slowing her down.

"Hey, wait a second, why aren't we using our rocket lockers?" Nora asked as she reached for her scroll.

"What do you think I've been trying to do this whole time!?" Weiss shouted, still fiddling with her own scroll. "I can't get a connection! I can't even contact anyone!"

"They're gaining on us!" Jaune cried, the creatures slowly closing the gap between them.

"Tell us something we DON'T know!" Yang shouted as she tightened her hold on her sister as she picked up speed.

"Quick!" Ren shouted as he pointed towards a pair of hallway doors left wide open. "Through there!"

With no time to say anything else, the group rushed through the doorway before Jaune, Nora, and Pyrrha turned to slam the thick wooden doors shut.

"Brace yourself!" Pyrrha shouted as she and the other two put all their weight on the doors. As soon as they did they were nearly knocked off when the dark creatures slammed into the closed door.

For a second everyone thought the door would give in but the door withstood the assault. But that didn't stop the creatures on the other side from at least trying to bust it down if the rapid sounds of them bashing against it was in indication.

This went on for 5 agonizing minutes as the three at the door held it close with Yang putting Ruby down to joining in to keep the little monsters out. Thankfully the after a bit the banging sound ended and the four students didn't feel anything trying to get through.

"Is…," Nora gasped out. "Is it over?"

"I hope," Jaune gasped out. He felt like his arms were going to break every time that tide of little monsters slammed against the door. "I don't think I could last another second keeping them out."

Catching her breath from all that running Weiss was able to speak out. "We shouldn't stay around in case they come back,"

"Agreed," Blake said with a nod. "We need to get to our lockers and get our weapons and get out of here, and find the nearest bullhead."

"But what of Professor Ozpin?" Pyrrha pointed out. "He instructed us to meet up with him."

"And what?" the cat Faunus hissed out. "Be stuck in his tower with a horde of monsters chasing us?"

"Guys," Ren spoke up, breaking up any fight that might off broke out as he did. "Look…"

The young man gestured for everyone to look out the window and as soon as they did…

They wish they hadn't

"Oh my…," Pyrrha gasped out as she covered her mouth in horror as she and the rest of the group looked down at the courtyard in muted horror.

Outside the window the group so countless more of those dark beings along with other types. Some ruby recognized like the ball-shaped ones, and some she didn't like a few bats like ones.

"I…, don't think we'll be able to get to a bullhead," Weiss muttered. Really wishing the locker call button was working right now.

"H-how did so many get here!?" Pyrrha cried out. "This many should have been seen by someone!"

"Whatever is going on we need to-!" Yang was saying before everyone heard crashing from the door again. Turning towards the sound the group saw the door being forced open inch by inch as the small arms of the shadows were clawing at the door.

"We have to run!" Jaune shouted but before anyone could make an attempt to flee the door flew open for a swarm of those shadows to come literally flying towards them in a twister like fashion.

To some, it even looked like a demonic tide sweeping towards them. Knocking everyone to the side as easy as swatting away some flies as the tide of small creatures made their way towards Ruby before sweeping her up and flying outside the window, shattering it in the process.

"RUBY!" the group shouted as they saw their youngest friend being yanked outside by the twisting mass of shadows. The young girl in red cried out as she was slammed into the ground where she was soon pounced upon by the waiting dark beings who didn't hesitate to claw at her defenseless form.

"Ahhhhh!" screamed Ruby as more and more of the little monsters jumped on her to claw at her. Her vision was soon going dark as her consciousness was soon fading.

'_Someone… help,' _she thought through the haze of pain she was going through. As her vision went dark, either from the pain, or her vision being obscured by the mass of monsters on her.

But in the darkness, a voice familiar to her shone through as it repeated what it said all those nights ago when she was battling that giant monster in her dreams.

_But don't worry._

The words though simple were able to light a spark in ruby as she started to struggle through the mass of darkness. Swatting away the dark creatures around her as a small light shone in front of her. This spurred the young girl even further as her struggling became more fierce as she smacked a few more monsters off her.

_For you have the greatest weapon of all._

**(Play "Night of Fate - Kingdom Hearts")**

The light in front of her grew brighter by the second as the trapped girl reached out her hand to grasp it. The light soon became blinding as she wrapped her hand around something metallic, grasping it with all the energy she had left, red wearing teen yanked back with all her might as even more light blasted out.

Soon the light in Ruby's hand soon took shape as the dark creatures surrounding her burnt away from the waves of light. When it finally solidified she had to take a moment to process what she was looking at.

The object most closely resembled a sword, but it had more additions to it, like the guard going around the entire handle in a circle, and instead of having a sharp edge it had three spikes sticking out on one side. She heard a jingle and looked to the bottom of the object, seeing a keychain of some sort. It took her a moment to realize she was looking at the symbol of the Vytal Festival, a combination of the symbols of all four Huntsmen Academies, each color-coordinated. After that the shapes of the weapon she was holding clicked: each part of it was made from the Academy symbols. The guard was the lantern symbol of Haven, colored yellow. The flame in the center helped to support the handle, which was the white staff of Atlas, extending all the way through the lantern and beyond, ending in the crystal head. The three spikes sticking out of one side of the staff were orange, and were obviously the three swords of Shade, but only from the hilts out to the blades, like the handles were inside the staff head. All the way at the bottom, replacing the base of the lantern was a green symbol of Beacon in all its glory.

"What in the-?" she muttered, only for the voice to once again echo in her head.

_Keyblade…_

"Key… Blade?" Ruby sounded out. _A key that's a sword? _She thought. And then it hit her, what the object in her hand now reminded her of the figures on the ruin carvings.

"This is a Keyblade?" Ruby muttered as she looked at the weapon, but suddenly a jolt went up her spine as she looked up to see more of those monsters charge at her.

_Heartless!_

'_Heartless?'_ Ruby thought for a split second before slashing at the three Shadows that leaped up at her. Her new weapon sliced through them as if they were nothing.

"Woah," Ruby gasped out. Not even the sword in her dreams could cut through them like that. Though those thoughts would have to wait as more of the little shadows sprung at her and even a few of the Darkballs charged at her with their fangs bared, ready to chomp down on her.

She didn't give them the chance as she swatted the Shadows away, killing them in the process before charging towards the Darkballs with a shout before tearing through the first two with only a few slashes and blocking a tackle from a third one before knocking it away and into a group of Shadows, causing them all to fall.

Though the easy part of the fight soon ended as bigger versions of the shadows popped up. With longer antennas and limbs with way more intimidating claws at the end. It was even more muscular and even had faint blue veins on its body.

These Heartless were way tougher than the ones she fought before. In addition, they were a lot smarter and hitting a lot harder as well, something Ruby soon found out when one of them distracted her by attacking with its claws from the front long enough for another to pop up from a dark portal to knock her to the side.

Letting out a grunt the silver-eyed girl was able to twist in the air so she would land on her feet. Sadly the Neo Shadows were relentless and both charged at her.

But Ruby was getting the hang of this and was seeing a pattern in how they fought. They might be smarter than their smaller kin, but they still seem to mostly rely on instinct and go with a pattern of attack that works. Because they were trying to set her up for the same combo as before but now it wouldn't go as plan as Ruby blocked and dodged the first Neo Shadow with the help of her semblance, and when the second one popped up behind her like before she quickly leaped over it as it tried to slam into her only for it to crash into its partner.

Pointing her keyblade at the two Heartless, feeling the same warm feeling in her chest from her fight with Cardin earlier Ruby shouted.

"**FIRE**" shouted the silver-eyed girl as a fireball shot from the tip of her keyblade just like last time, but a bit bigger, and it was far less draining as well.

'_Is the keyblade making things easier?'_ she thought as she saw the ball of flame consume the two Neo Shadows. This had the bonus effect of having the other heartless halt in their attack and just focus on circling around her. Not out of fear but more than likely realizing their prey wasn't something they could just charge at recklessly.

As the two enemies stared each other down, more shadows and neo shadows taking the place of the two she burned alive, Ruby heard the call of her friends.

"RUBY!" Yang cried. "Don't worry we're coming!"

She looked up to see Yang was calling down from the room she had been pulled out of. As she did two things caught her eye, both of them terrifying. The first was that above her in the sky was a massive black ball of energy, looking like some sort of ominous moon. She swore she could see trees, rocks, and water begin to be sucked up into it. The second and more immediate problem was that she could see all of the Heartless in the area and some that were about to climb up the wall towards her friends… and they were all headed towards her.

Ruby saw movement out of her peripheral vision and noticed two Neo Shadows spinning in the air, picking up speed, before rocketing themselves at her. She ducked under them, then turned to face where they landed, focusing once again. "**FIRE"** she shouted, hitting one in the back with another blast.

Ruby took the chance to see that Yang was preparing to leap off the floor and make it to her, something Blake and Weiss were trying to stop.

"YANG, STOP!" Ruby shouted, catching her attention. "They're all coming for me! Get your weapons first!"

"But-!"

"GO!" Ruby shouted as she saw the two Neoshadows were preparing their spinning attack again. She waited until they launched themselves at her before dodging by diving in between their attacks before rushing towards Ozpin's tower in the distance.

"RUBY!" Yang screamed, trying to jump out the window in pursuit of her sister but was held back by Blake and Nora.

"We need to get our weapons, Yang!" Blake yelled as she held her blond teammate from committing suicide by jumping into that horde of monsters without her weapons.

"I don't care!" Yang shouted, struggling to break free. "I got to go after her!"

"And then what!?" Nora shouted as she pulled Yang away from the window. "Get yourself eaten!? At least Ruby has a weapon and is shooting off fireballs!"

"Nora's right!" Jaune said. "We need to get our weapons before we can do anything else."

"Then what!?" Yang yelled. "We just let Ruby get eaten or worse!?"

***SMACK***

Everyone stopped to look, seeing that Weiss had slapped her. "... Good to know that works with both of you. I'll need to keep that in mind."

"Weiss, what are-?" Yang began only to be cut off.

"You need to calm down," the heiress said, cutting off her blond teammate. "Right now you need to focus on getting your weapon so you're not dead weight."

"And what about you Weiss?" Pyrrha asked. "You can't be thinking of going after Ruby instead?"

"Well someone needs to look after the dolt," Weiss said as if it made perfect sense.

"That's insane," Jaune shouted. "You're just as worst off us without a weapon!"

Weiss simply held out a hand as a glyph appeared dancing above her palm.

"You sure about that?" she muttered with a raised brow before closing her hand, crushing her glyph. "Not hurry up and get going before any of those monsters show up."

"Weiss…," Yang called out. Stopping the white themed girl from jumping out the window. Said girl turned back towards the blond brawler who fixed Weiss with a pleading look.

"Make sure you both come back safe," she begged.

Weiss simply nodded before turning back and started to climb out the broken window.

"Now get your weapons along with mine," Weiss said as she jumped out the window onto a waiting glyph. "I have a teammate to babysit."

With that, the Schnee heiress jump down using a few more glyphs to stick the landing before running off towards the same direction as her wayward teammate

'_Don't do anything stupid Ruby,' _Weiss thought as she chased after her friend.

**~~~~~~~~~(with Ruby)~~~~~~~~~**

"Why did I just do something so stupid!" Ruby cried out as she dodged a dive bomb from one of the Neo Shadows. "Where was the entrance to Ozpin's office?" she thought aloud as she kept trying to find her way around the hedges and fountains she found herself in. "I could've sworn Beacon Tower was right by the gardens. Where is the ex-?"

She yelped as a Neoshadow crashed into the ground next to her. She dodged to the side only for its partner to slam into her back, knocking the wind out of her and sending her tumbling. She struggled to recover, turning her keyblade to one and casting another fire spell before moving to run again, only for the other Neoshadow to cut her off and charge, claws raised.

"Ruby!" shouted a voice as a large glyph appeared under Ruby that shone brightly with such intensity that it forced the Neo Shadows back.

"Weiss?" Ruby asked as her teammate ran towards her. Avoiding any Heartless with the help of her glyphs. "What are you doing here!?"

"Saving you!" Weiss shouted she helped leader up before the two had to jump out of the way of a charge from a Darkball. "Though I admit I did it to keep your sister from getting you both killed with her reckless fighting."

"Well thanks," Ruby said as she slashed away a few Shadows and blocked an attack from a Neo Shadow. "But unless we can get past all these Heartless we won't be able to get to Ozpin's office!"

"Heartless?" Weiss questioned as she summoned a glyph to block a Darkball before jumping out of the way as it started to crack as a few more Darkballs started slamming into it before it shattered. "Never mind I'll ask later!"

"Thank goodness," Ruby grunted out as she parries an attack from a Neo Shadow before shooting it point blank with a Fire spell. "I don't know how I know the name either, or why I have this Keyblade."

"Keyblade?" asked in confusion before letting out an eep as she barely dodged a swipe from a Shadow, which got kicked away by the glyph user. "Darn it Ruby, stop saying weird things while we're fighting for our lives."

"Sorry!" the red-themed girl cried out as she sliced through a few Darkballs and Shadows before getting knocked back by three Neo Shadows. "This is getting crazy!"

"We need to get away from these Heartless," Weiss shouted as she tried to summon another glyph for her and Ruby but it was quickly swept over by a horde Shadows, Weiss quickly turned the platform glyph black, making it into a repulse glyph which she soon used to send the Heartless on it flying into the air.

"Really wish we had back up!" Ruby said as she killed any Heartless that got close, but it wasn't enough as the two girls were getting surrounded, and soon they would be overwhelmed.

"AHHHH!" Weiss cried out as a few Shadows slipped through her defenses and jumped onto the white themed girl.

"Weiss!" Ruby shouted as she tried to help her friend but was intercepted by a Darkball slamming her into the ground as a few Shadows soon dogpiled on her.

Everything seemed lost as the two were being overwhelmed by the horde of Heartless. Ruby tried to crawl her way towards Weiss, but the Neo Shadows kept her in place as every Heartless around them converged into one spot to finish them off.

**(SONG END)**

Then suddenly from one of the school towers, a small light flashed from the top of the tower before flying up into the air. It started to arch in the air before splitting into hundreds of more lights that started to fall on the area where the girls and Heartless were. Those lights were revealed to actually be shard-like projectiles of light that tore through every Heartless in a devastating display of power as each 'bullet' killed a heartless as soon as they made contact. Each shot took out more and more Heartless as they either tried to defend only for the light bullets to tear through them or flee only to meet the same result. The only ones who were safe from this onslaught were Ruby and Weiss, the only time the attacks came close to them was when the Heartless on top of them were struck down from the overwhelming attack.

And as soon as it began the rain of bullets stopped, leaving only the two girls left standing after every Heartless was wiped out.

"R-Ruby?" Weiss groaned out as she tried pushing herself back up with great strain. Looking around she spotted the groaning figure of her leader who was also trying to get up with the help of her Keyblade.

"Weiss?" Ruby mumbled out as she stood up while digging her Keyblade into the earth as a means to keep herself steady. "What happened?"

Limping towards her leader the white themed girl focused her Aura to heal herself, taking note of how slow the process was going. At least it was working fast enough to numb the pain she was feeling and letting her walk normally as she made it to her teammate.

"I have no idea," the Schnee admitted as she helped Ruby stand up straight. "But… at least we don't worry about Heartless for a moment."

"Not for long though," Weiss muttered out as she tried to pinpoint where that attack came from. There shouldn't have been any way for a weapon to have that kind of range of power, not even Atlas' scientists have been able to make energy-based weapons like that.

Shaking her head from those thoughts, the white-themed member of team RWBY pointed towards the main tower where Ozpin's office was located.

"The path is clear now," she said as she pulled Ruby along. "Hurry before more show up!"

"R-right!" Ruby said as she and Wiess ran towards Ozpin's tower. All the while never noticing the cloaked figure watching them from one of the rooftops.

**(Play "Organization XIII" Kingdom Hearts HD 2.5 ReMix)**

Said figure watched the two girls leave as he unsummoned a pair of bow guns with a flick of his wrist.

"Heh," the cloaked man said. "My age must be catching up to me if I'm getting sentimental enough to help those pipsqueaks."

From the corner of his eye, the cloaked figure noticed a large dark form makes its way towards the same tower as the two girls. Knowing what that large figure was made the man laugh.

"Oh boy, one problem after another!" he laughed as he turned around and walked towards a dark portal.

"Well, I helped the little Keyblade wielder out already, she and her little snowflake of a friend are on their own," he said as he walked into the portal. "Hopefully, if they are lucky, then they might survive to be of some use later."

With the thoughs final words the man let out one last chuckle as the portal closed behind him. Leaving this doom world.

**(SONG END)**

**_(sometime later. The entrance to Ozpin's tower.)_**

"Finally," Ruby panted out, as she and Weiss approached. "Now we can finally get to Ozpin."

"Now we can hopefully get some answers," Weiss muttered. She also noticed that large chunks of land and even pieces of buildings were starting to get sucked up into the black void above. '_Let's just hope it's not too late to matter.'_ Weiss headed for the door and was about to pull it open when she noticed something: Ruby wasn't next to her. She turned back to see that she was staring off to the side, mouth open and eyes wide. "Ruby, what are you wasting time for, you do-?" Weiss began, only to be cut off as she finally saw what her teammate was seeing.

A massive Heartless lumbered towards them, starting menacingly with its yellow eyes. An enemy Ruby was far too familiar with.

"No… No, please…" Ruby whimpered.

"Ruby! Ruby, snap out of it!" Weiss shouted as she ran over her teammate. "Ruby, pay attention to me! Listen to me, you dolt!" she shouted as she grabbed Ruby's shoulders and shook.

"Wh-What?" Ruby stuttered, snapping out of her trance.

"You fought this one, right? In your dreams? How do we beat it?" Weiss demanded.

"I… I don't-"

"Ruby!" she cut her off. "I'm here with you. We can beat this thing together. How does it fight? What weaknesses does it have?"

Ruby looked at her friend for a moment, seeing the support she was offering, and gathered her wits. "It's slow, but it hits hard. It can fire energy blasts from its chest, and it can summon those small Heartless. Its hands and its face are the weak points."

"Got it. I'll hang back and use my glyphs to give you a boost up to its face and keep the smaller ones off you. I don't think I'll be able to block its attacks."

"Right." Ruby nodded.

**(Play "Destiny's Force - Kingdom Hearts")**

Ruby gripped her weapon and charged the Darkside while Weiss readied herself. The Heartless stopped and raised its fist, ready to slam it down. Ruby stopped and waited, being well outside of its range as it smashed the ground, causing a pool of darkness to spread. As Shadows began to rise out of the pool Ruby ignored them and jumped up the Heartless' arm to its face. She attacked its face relentlessly, doing what she could to stay balanced on its shoulder.

As it stood up Ruby struggled to stay on, but then saw a glyph show up as a platform for her. She leaped up to it and a few more appeared, making a staircase to the Heartless' face, where she continued her attack, getting in as many quick and powerful strikes as she could, slicing away at the tentacles covering its face.

After a few seconds of the assault it got on both knees and leaned over, energy starting to gather at the hole in its body. Ruby used her semblance to make the jump back to the ground safely as well as put some distance between her and it, just in time for it to lean back and fire blasts of energy at her. The blasts curved towards her, but they weren't quite homing so she was able to use her semblance to dodge out of the way. She did the same with the second volley, only to notice one flew above her head and kept going, she turned and was horrified to see it was going after Weiss.

"Look out!" Ruby shouted, just in time for her friend to summon a glyph as a barrier in front of herself. Though the attack was blocked the energy blast exploded, shattering the glyph and hitting Weiss with enough force to send her flying backward landing hard on her back. "NO!" Ruby shouted, running towards her, only to hear another round of energy attacks heading towards them. She could tell by the paths they were taking that they were splitting to hit both of them. '_No, what do I-!?"_ she thought, only for an idea to come to her. She readied her Keyblade and used her semblance to launch herself into the air at the projectiles. "Back at ya!" she shouted, striking them all with her weapon. Just like she hoped, they all went hurtling back at the Darkside, hitting it in the face and even causing it to stumble back.

"Yes! Alright, time to finish you off!" Ruby said as she charged the monster, who managed to recover. She saw it raise its arm and stopped, staying back out of the range of anticipated range of attack, easily dealing with the Shadows in the meantime. To her surprise, instead of smashing its fist into the ground, it plunged it's hand into it up to the shoulder, like it was looking for something to pull out. And pull something out it did, a massive ball of dark energy that it held in one hand. As it raised the ball of energy it steadied itself with its other hand and then the mass of power exploded. Ruby looked up and it took her a moment to realize what was happening. Balls of dark energy were now raining down from above. They weren't fast, floating down almost like snowflakes, but they were _everywhere_. She used her semblance and Keyblade to dodge and deflect them away, but she had made a fatal mistake. She was so focused on all the projectiles she didn't notice the creature's massive fist until it smashed her into the ground.

Ruby felt her Aura deplete, her breath knocked completely out of her, and her Keyblade flew out of her hand. She struggled to try and move, to catch her breath, but it was all she could do to even gasp for air. She was helpless as the Heartless grabbed her in its hands, lifting her off the ground, before squeezing. Ruby finally found her breath, just in time to scream in pain.

"NO! GET AWAY FROM HER!" Weiss managed to turn her head to see Weiss, bloodied and bruised, but sprinting at the Darkside. "YOU LET GO OF HER!" As she charged some Shadows appeared to cut her off. Without missing a beat Weiss grabbed the Keyblade off the ground and with as little effort as Ruby had before, destroyed them. All the while a light had been growing from behind her, which Weiss only now noticed was a glyph, much to her own shock. The Darkside was preparing to step on the young heiress, only for an armored arm weilding a massive sword to appear from the glyph and with no hesitation slice one of the Darkside's arms clean off, dropping the red-themed girl and causing the Darkside to stumble back in pain.

"Ruby!" Weiss shouted and dived towards her friend, managing to catch her before she hit the ground. She turned in time to see the arm disappear back into the glyph and for it to vanish soon after. "I… I did it. Winter, I actually did it," she muttered.

"Weiss…" Ruby gasped out. "What was…" Ruby tried to ask more but groaned in pain. Weiss gently set her friend on the ground before stepping between her and the Heartless, who was now starting to prepare for another attack.

"Don't worry, Ruby," she said, taking her fighting stance with the Keyblade. "I've got-" She was cut off by the Keyblade disappearing in a flash of light, only for it to reappear back in Ruby's hand. "What in the-?"

"Huh… Guess I'll have to finish this after all." Ruby tried to get back up, groaning in pain as she struggled to get to her feet. Weiss came over and gave the girl her shoulder to steady her rise. "Thanks. You can still get me in it's face, right?"

"Hmph. Can I?" Weiss smirked.

Ruby smiled. "I understand that this time," she said as she took her stance. Weiss took a few steps behind her and summoned a staircase of glyphs up to the Darkside's face. Grunting through the pain, Ruby sprinted up the path before leaping off the last step, stabbing her keyblade into its eye. As it struggled in pain Ruby let out a fierce battle cry as she stabbed the weapon into the monster's face over and over again, holding onto the tentacles cover its face for balance. Eventually, the monster fell over backward, slamming into the ground before finally dispersing into nothing, leaving only Ruby to lay sprawled across the ground.

**(SONG END)**

"Ruby!" Weiss called as she ran over, helping her exhausted friend to her feet.

"We did it… finally…" Ruby panted out.

"Yeah, let's get to-" Weiss began, leading her friend towards Ozpin's Tower, only to realize with a shock it wasn't there anymore. "Wh-What? Where did-?"

"Weiss, look!" Ruby pointed out to the horizon. Where there should have been more ground and more land there were only deep chasms into an empty void, masses of land floating above it as they were slowly destroyed, being sucked into the mass of energy above. Some she could recognize as the remnants of Beacon, or the Forever Fall, but almost everything was gone. "What's going on?"

'_We must've not noticed with all the fighting,' _Weiss thought. '_Oh Gods, it's the end of the world.'_

As soon as she thought that she noticed she wasn't touching the ground anymore. She panicked as she began floating slowly up into the air, only for her to begin to rise faster. "Ruby!" she cried out, reaching out to her friend.

Ruby stashed her Keyblade where she normally kept Crescent Rose and leaped up to grab Weiss' hand. They grabbed onto each other, holding onto each other's arms for dear life. "Don't let go, Weiss! Don't let go!"

As everything they knew was being destroyed and they were sucked into the unknown the two friends desperately clung to each other, all they had left. Then, fate dealt a cruel hand as a mass of debris came rushing up at them, hitting both girls with enough force to knock them loose from each other.

"WEISS!"

"RUBY!"

That was the last thing either of them heard before they got sucked into the void.

**~~~~~~~~~(Meanwhile, far away)~~~~~~~~~**

The boy sat and stared out the window, enjoying the clear night and the stars above. He wasn't really looking at them however, or even the small island in the distance. He was thinking more about the plans he and his friends were finally putting into action. They had just started gathering materials for the raft, preparing to sail to other worlds. Maybe they'd see the world that his friend was from, even if she didn't remember any of it. Even still, it would probably take a couple of weeks to get done and fully stocked.

Just then, something caught his eye. A star was twinkling in the night sky. Then, after a moment, it wasn't there anymore. He blinked for a moment before rubbing his eyes, looking out in the general area that he thought he had seen the event. There certainly wasn't anything there, but was there ever? Starts don't just go out, right?

'_Must've been imagining it. I better get to bed so we can get some work done tomorrow.'_ he thought before heading to bed.

_The first key has been awakened._

_An adventure awaits._

_But will it be an adventure of light and friendship_

_Or a tragedy waiting to happen._

_Only one way to find out._

_**Down the path towards Kingdom Hearts,**_


	6. Chapter 6 Toons, Ships, and Red Vs Blue

Ruby was once told, around the time she lost her mother, that the afterlife was a peaceful and happy place. A place where all your wishes and desires would come true, and there was no need for conflict with anyone.

She thought that it might have been a garden where everyone was happy.

Or even a kingdom in the skies.

Heck, she was hoping the afterlife had a lot of weapons for her to use. Maybe even with giant robots that had guns that shot chainsaw bullets.

Or even better. A gun that shot another gun that shot chainsaw bullets.

Any of those options were what Ruby kind of expected when she finally kicked the bucket.

**(Kingdom Hearts HD 2.5 ReMIX -Laughter And Merriment)**

What she wasn't expecting to see in the afterlife was a bunch of humanoid animals looking at her. Probably wondering why a little girl just crashed into what looked like a tennis court and left a pretty big crater where she landed.

Also weren't you not supposed to feel pain in the afterlife? Or was that dreams?

Questions for later because one of the animal people were walking up towards her prone form. From where Ruby could see the person looked kind of like a cartoonish horse dressed up as a farmer. Honestly take away the color palate and he would look like one of those old-time cartoons she would catch her uncle Qrow watching early in the morning while eating some Pumpkin Pete cereal. He wore blue overalls over a red long sleeved shirt with white gloves and a brown bowler hat with a blue band around it. Around his neck was a brown horse collar with a red bowtie on the front. His fur and eyes were black, and she could see his tail coming out the back.

Huh? Why did it feel like she was forgetting something?

Oh, right cartoon horseman trying to get her attention. Huh…, the fall must-have gave her a worse concussion then she thought if her mind was not paying attention to THIS.

Looking at the cartoonish being, who she noticed already made it down the crater and was trying to help Ruby up.

Huh…, well isn't that nice of him.

"Thank you," Ruby groaned out. Her voice sounded hoarse as she got help from the…Horse person…, anyways Ruby was at least able to stand no matter how much her body was screaming at her not to. "I don't think I would've been able to get up on my own Mr…"

"Horace," the bipedal horse person said with a friendly smile. "Horace Horsecollar. Proud owner and founder of this here Fruit Ball courtyard you landed in."

"Oh… sorry for messing it up," Ruby muttered groggily as she was helped out of the crater by Horace and the other living in town pitching in to get her out with the least chance of aggravating her wounds.

"No problem little lady," Horace chuckled out as he climbs out the crater while his fellow toonish citizens gathered around their new guest. All of them asking her if she was ok and if she needed anything.

Ruby herself was starting to feel a little overwhelmed by the group of strange (but nice) people all gathering around her.

"Oh my oh my!" mooed out a bipedal cow lady wearing a simple dress and a cowbell. around her neck. "Just look at this little darling. All scuffed up and bruised!"

"And her Dress! Oh, Clarabelle look at her poor dress~!" cried out a chicken wearing a large hat with a feather on it. "oh this just can't do~!"

"Now calm down Clara," said an old voice. Stepping between the cow (Clarabelle) and the chicken (Clara) was an old wolf dressed up in old grandma sleep wear and a pair of glasses that laid gently on her snout. Taking a slow step, the old wolf gave Ruby a gentle smile.

"Why, what pretty eyes you have a little one." she chuckled out while Ruby just gave her a confused look. "Oh my, where are my manners. My name is Grandmaw Wolf. you just met Clarabelle Cow and Clara Cluck, and we can't forget good old Horace Horsecollar."

"I already introduced myself, Mrs. Wolf," Horace said as he brushed off the dirt from his clothes after that was done the toon horse smiled at Ruby as he walked up and gave her hand a proper handshake. "Well Howdy there! It's good to see your alright for the most part."

"Yes Darling," Clarabelle said as she started helping Clara brush off the dirt from the young girl's clothes. "You gave us all a scare when you landed on the field during today's Fruitball game."

Still confused about the whole fruit ball thing Ruby would file that question for later and at least be polite to the nice animal people. Giving them a smile Ruby awkwardly waved at the group.

**(end song)**

"Hi," Ruby said with a smile. "I'm Ruby Rose."

"Oh my!" Clarabelle gushed. "That's a lovely name!"

"Yes! Yes it is Clarabelle!" clucked Clara excitingly. "Name goes well with this little flower!"

Aw shucks," Ruby said with a blush as she started muttering under breath. "I'm not that great…"

"Ah, and humble about it too," Grandmaw Wolf said with a laugh as she pulled a cookie from her pocket. "Here you go little lass, I packet a fresh batch today so you can one of Grandmaw good old chocolate chip cookies."

Ruby could only look at the offered treat with stars in her eyes as she gently grasped it with a trembling hand. Looking at the masterpiece that was this sweet treat, she breathed in the scent while taking a small bit. The chocolate chips melted in her mouth as she savored the sweet taste.

"This must be heaven," Ruby said in between bites. Forget any doubts the friendly but strange people gave her. If this place had cookies this good it must be heaven!

Laughing at the young girl's reaction Grandmaw Wolf gave a small laugh as she patted the silver-eyed girl's shoulder.

"Well I appreciate the compliment, but you haven't passed through the pearly gates, young lass," the old wolf said with a smile. "Though I'm surprised you didn't make the trip to the thereafter after that nasty fall that destroyed the Fruit Ball court."

"Sigh… my poor court," Horace sighed out as he looked at his former sports area that was now just a big crater in the middle of town.

"Uh, sorry about that. Um… where am I, exactly?" she asked, still getting her bearings but feeling these… 'people' would be willing to help.

**(play: Kingdom Hearts: Birth By Sleep - Disney Town)**

"Well little lady, you're currently in Disneytown!" Clarabelle said with cheer.

"Disney… Town?" Ruby repeated.

"Yup!" Clara clucked as she and the rest of the residents of Disney Town lead Ruby to another part of town. Preferably somewhere less destroyed.

Maybe today wouldn't be so bad.

**A cloud of dark blue appeared with stars sparkling in the background before silhouettes of buildings appeared. It quickly changed into day, showing the somewhat comically shaped buildings as the letters "DISNEY TOWN" fell into place, each one releasing balloons. Once they all fell into place confetti fell from the sky as fireworks went off in the air.**

**(song ends)**

**~~~~~~~~(a bit later somewhere else.)~~~~~~~**

**(play: Kingdom Hearts HD 2.5 ReMIX -A Walk In Andante)**

We cut to another part of town as a carriage being pulled by two mighty steeds was making its way down the street. Inside the carriage were two figures sitting across from each other. Both were female and were also anthropomorphic animals like the rest of the citizens of Disney Town.

One was an anthropomorphized mouse with black fur and large, black, circular ears. She has long eyelashes and wears a gold tiara with a ruby mouse-shaped symbol set in the middle. She wears an elegant ball gown with short, ball-shaped sleeves. The top of the gown is pink with red lining. The pink section sports a flower-like pattern inside circles that line the bottom. She wears another, salmon-colored layer underneath this, and a third, pleated, red layer under that. Adorning her hands were a pair of pure white opera gloves, and finally a large red bow on the back of her dress.

"Ohhh…," she sighed out while her companion gave her a sympathetic look. "This just won't do at all."

"You shouldn't worry too much my Queen, everything will be ok," said the other person in the carriage. This one is an anthropomorphized duck. Her eyes are light blue and she wears a lavender eye shadow. Her eyelashes are rather long as well. Her plumage is white and her bill is yellow-orange. This one dressed in just as elegantly as her companion, sporting a gold tiara with a sapphire set in the front. She wears an ornate, sleeveless, violet ball gown with a high collar and a white, lace column of buttons going down the front. The abdomen of the dress is amethyst-colored, and the top half is lined with a tan, triangular pattern. The bottom of the gown is periwinkle-colored, with a white, wavy pattern separating the lower half from the upper, violet half. There is a pleated purple layer underneath the dress, visible in the front.

"We sent Donald and Goofy to find your husband, and if I know those two, they'll definitely find the king." she continued. Trying to cheer up her friend, not wanting to see her in such a depressing state.

Letting out another sigh, the queen smiled at her feathered friend. "Thank you, Daisy. I know I should trust in those two to find the 'Key' Mickey talked about, I just can't help but worry. You know how those three always find themselves in trouble."

Letting out a laugh the now named Daisy gave her friend a cheeky smirk. "Now Minnie, you can't say we didn't get into our fair share of trouble."

The two giggled for a moment before the carriage came to a sudden stop, cutting them off as they struggled not to fall out of their seats.

**(song end)**

"Watch it!" Daisy shouted. "I thought you were trained to do this!"

"Sorry!" called out a young voice in the driver seat of the carriage. "But I think you need to see this, your highness."

The two women peeked their heads out of the carriage to see just what had caught the driver's attention, eyes widening as they did.

"Wh-what happened!?" Daisy yelled as the two got out of the carriage to view the destruction. "Why is everything trashed!?"

"Oh dear," Minnie whispered out covering her mouth with her hands. "This is horrible."

"You're telling me," Daisy muttered. "First the king goes off on some adventure and now this?"

Looking around, a frown grew on the small queen's face as she looked towards her friend. "We should have the royal guard come and scout the area. Whoever did this needs to be found."

"Right," Daisy said in agreement before turning towards the carriage and yelled. "MAX!"

"Yes Daisy!" shouted the same young voice from earlier as the sound clanking made its way towards them. He wore armor over his body, though most of it on his arms, this being armlets, such as a pauldron, thick,cylindrical gauntlets covering most of the rest of his arms, and metal gloves. Covering his head was a knight's helmet, which sports a curved blade on the top.

"Squire Max reporting, your majesty!" the teen saluted, the visor of his helmet falling over his face as he did. He quickly pulled it up and used his salute to keep it in place.

"Max I need you to go to the Knight Barracks and let the Royal Guard know that there is trouble," Daisy ordered the young man. Said teen gave them a troubled look. Feeling conflicted at the orders.

"But ma'am," mumbled as he adjusted his helmet. "Shouldn't I stick with you in case of trouble? Or at the very least, shouldn't you come with me so you can be protected?"

Giving the young knight in training a smile Minnie shook her head. "No, as standing ruler while Mickey is away, I need to investigate what happened and to also see if my people are ok."

"You heard her kid," Daisy said with a smile. Proud of her friend and how she was able to work through her depressed state to properly lead the people. "Let us handle this and you get the Guards."

Still not all that comfortable with the order the young squire eventually nodded before running towards the carriage and climbing back to the rider seat and driving back towards the castle.

The two watched young Max drive off and waited until he was out of sight before turning back towards the ruined fruitball court.

"Hopefully we can get a handle on this before anything else gets destroyed," Daisy muttered as she surveyed the area.

"I just wonder what could've done such damage," Minnie said as her ears lowered at seeing such a lively place so quiet and destroyed.

"Whatever it is, we can handle it," Daisy said with a nod as a fire shone in her eyes. "Even if it's some terrible bloodthirsty monster!"

**~~~~~~(with said bloodthirsty monster…)~~~~~~**

**(play: Kingdom Hearts HD 2.5 ReMIX -A Walk In Andante)**

"So good~!" gushed out Ruby as she dug into a plate of pastries.

"Told ya!" laughed out Clarabelle. "Grandmaw Wolf's baking shop is the best in town."

"Oh hush you," Grandmaw Wolf said with a smile. "Flattery won't get you anywhere. Let alone a free meal."

"Stingy," the cow said while crossing her arms and pouting at the laughing old wolf. "Ruby gets to eat for free!"

"Well Clarabelle," Horace chimed in as he took a sip of tea that he paid for. "Little Ruby did fall from the sky and landed pretty hard to boot."

"So all you need to do is make a crater the size of a swimming pool!" Clara laughed.

"What!" Clarabelle faked gasped. "And ruin these good looks?"

The Disney town residents all laughed at Clarabelle's little joke. Once they calmed down Miss Wolf handed Ruby a cup of tea which the young teen accepted with a smile as everyone started to idly chat. Soon though Horace asked the question everyone was thinking.

"So, Ruby Dear, are you sure you don't know how you got here?" Grandmaw asked.

**(Play: "Kingdom Hearts 2.5 ReMIX OST: Missing You)**

"I… I don't know for sure…" Ruby replied, her eyes starting to stare off into the distance. "It was… dark…" he hands started shaking. "There were… creatures…" all she could think of were the black, silhouetted figures with horrible yellow eyes. "And… and…"

'_RUBY!'_

"WEISS!" she shouted, dropping the teacup and grabbing her head, letting the cup shatter on the ground.

"Oh, goodness!" Clara gasped at the reaction, everyone else looking similarly shocked.

"... Weiss. Weiss! My friends! I-!" she exclaimed, the memories flooding back. "Am I the only one that arrived here!? Please, you have to tell me!" she looked desperately to their faces.

They all looked back and forth between each other, looking hesitant. "Well… there is one place where some people from… uh…" Horace began, only to stop himself and trail off.

"Oh, no sense beating around the bush, Horace dear. After all, the King explained it to us when… _they _showed up," Grandmaw said, saying that one word with a bit of disdain.

"I guess you're right," he agreed before turning back to Ruby. "Listen Ruby, I can't promise you'll find who you're looking for, but there is a group of people from other worlds nearby. And even if your friend's not here, maybe they could help you."

"Yes, please! Anything you can do! Thank you so much!" Ruby smiled, shaking his hand furiously. "Please, let's go!"

"Okay, slow down there little lady! Just follow me," Horace chuckled as he led her away.

"Oh dear… I hope she'll be alright," Clarabelle muttered, twiddling her fingers in anxiety.

"Now now, Clarabelle I know they may be… _colorful _characters, but if anyone here can help her it's them," Grandmaw said.

"I suppose you're right," she conceded. She noticed two figures walking towards them. "Is that who I think it is?"

The other two turned to face the approaching figures and smiled. "Well, I'll be! Good afternoon, you're majesty! And what brings you and Daisy here today?" Clara greeted warmly.

"Oh thank goodness! I'm so happy to see you're all alright!" Queen Minnie exclaimed with a smile.

All three of the women exchanged a glance before turning back to her. "Um… why wouldn't we be?" Clara asked.

"Well considering whatever monster destroyed the Fruitball court, we were afraid that the rest of town might have been in danger, too," Daisy explained.

"Oh, and just before the weekly Fruitball match, too," Minnie moaned.

"'Monster'? Dearies, what makes you think there was a monster?" Grandmaw asked.

"Uh, the giant crater in the court?" Daisy replied as if it was obvious.

The three women laughed as they realized what the two were talking about. "Oh dears, I'm afraid you don't understand what's been going on. As it turns out, we need to tell you about a new guest," Clarabelle began to explain.

**~~~~~~~~~~~~~~(with Ruby)~~~~~~~~~~~~~**

After a bit of walking the two made it to the oddest building that Ruby has ever seen.

It looked like a shipping dock you might find at Atlas for their airships, Ruby knew this because Weiss spent an entire day drilling Atlas military info into her for one of Ooblecks's test on Atlas and their military methods.

And the fact that this building looked so advanced really stood out compared to Disney Town's more cartoonish feel. The other thing strange about this building was the fact that half the building was painted red… well ok, "painted" might be a little too generous. It was more like someone tried to paint it normally but gave up halfway and just started throwing the paint at the building in either poor laziness or anger… maybe both?

The other side of the building was spared from the poor attempt of painting. But the trade-off seemed to be that the left side was covered in graffiti. Words like "suck it blues" and "REDS #1" were sprayed all over the place in… Red spray paint. Ruby was starting to feel like someone in this building was responsible for both sides of the building's sad state.

Turning towards Horace with a blank stare, the horse-like being could only muster a strained smile as he tried to give Ruby a bit of optimism.

"Well…," Horace said. Trying to sound chipper like he normally was, but it seems just being NEAR this building was putting a strain on him. Didn't help that the two could hear crashing sounds and loud yelling coming from inside. "Here we are."

"Are you sure they can help me?" Ruby said, her tone giving away how much she was starting to doubt Horace's suggestion for help.

"As sure as I am that Fruitball is the funnest sport!" Horace said with a smile. Ruby didn't have the heart to tell him she didn't know what Fruitball was or how fun it was and just settled with nodding her head. Might as well let him stay happy.

"Now, all we need to do is meet with the owner of the place," Horace said with a smile as the two made it to the entrance of the building. "And he should be willing to help. He along with everyone else here are also from different wo-*CRASH*!"

Before he could say anything else the two heard a loud crash as soon as they stepped inside the building. Turning towards the sound Ruby was greeted to a strange sight.

Ruby saw two figures working on… something. Well, one of them looked like he was working, the other one looked like he was trying to be as lazy as possible. They were covered head to toe in high tech armor with none of their bodies showing. The only thing differentiated the two was one was red, and the other was orange… and a little fat.

"Um… excuse me?" she said.

They both turned to look at her. "INTRUDER ALERT!" the red one shouted, grabbing a shotgun. "EMERGENCY PLAN EPSILON!" he continued before aiming the shotgun… right at the orange one and firing.

"_AGH! FUCKING DAMN IT!"_ the orange one shouted as the force knocked him over. The red one then pulled out a grenade, pulled the pin, and dropped it on the orange one. The explosion sent him flying and slamming into a wall. "SON OF A BITCH!"

The red one then turned and aimed the shotgun at her, snapping her out of her shock and confusion and now with her just feeling fear. "Oh, never mind. False alarm, turns out she's a Red!"

"FUCKING REALLY, SARGE!?" the orange one shouted. Thankfully not that bad off with the only thing Ruby could see out of place being a few dents and the soot from the explosion covering a bit of his armor.

"HEY BLUES, HEAR THAT! WE'VE GOT ANOTHER ONE! YOU'RE IN FOR IT NOW!" the red one, "Sarge" apparently, called further into the building.

"WE DON'T FUCKING CARE!" an annoyed voice shouted back.

Soon two other figures show up, both of them wearing the same type of armor, but these two being different shades of blue.

One in Aqua Blue armor walked up to Ruby in the scary red armored man. "So why are you screaming at us this time, usually abusing Grif puts you in a good mood Sarge."

"Fuck you, Tucker," wheezed out the now named Grif who was trying to climb out of the wreckage. "Can someone please help me!"

"Ah, quit your whining," the Red armored man who was named Sarge said back to Grif. "you got into that mess, you get yourself out."

"You're the reason I'm in this mess," Grif yelled back as he tried to stand up. Only to step on a paint can and slip and fall on his ass. "dammit!"

Ruby just stared at the scene and turned to Horace. "Are they always like this?"

The horseman could only let out a nervous laugh at Ruby's question. But before he could answer the other guy that showed up with Tucker, who was wearing Cobalt Blue armor let out an aggravated sigh before stomping his way to the two.

"Ok can everyone shut the fuck up!" the Cobalt colored man screamed in an annoyed voice. As soon as everything quieted down he soon turns towards Ruby and Horace, causing Ruby to let out an eep.

"So what do you want?" he asked impatiently. "Pretty sure we haven't done anything to piss you guys off lately unless Caboose got out of the time-out box."

"No I didn't!" cried a voice in another room. This voice sounded kind of… dopey if Ruby was being honest. "I have been staying in the box like you told me, Church!"

"WHAT DID I SAY ABOUT TALKING WHILE IN THE TIME-OUT BOX!?" Church yelled out, only to hear a crash coming from the other room, making the now named Church to let out a tired sigh. "That's probably coming out of our paychecks…"

"Um, excuse me?" Ruby said, catching everyone's attention. "Hi, um-"

"Who the fuck are you, what the fuck do you want, and why should I care?" the one called Church asked in a tone that said I am done with today.

Ruby was actually starting to get a little angry but held herself back. "My name is Ruby Rose. I-"

"Seriously?" Grif asked. "What kind of name is that?"

Ruby ignored Grif's little comment and the fact Sarge smacked him with the back of his shotgun. While also ranting about Grif insulting a perfectly RED themed name.

"... And I kinda just fell out of the sky and crashed into the ground today-"

"Oh, so you really _are _a fallen angel," the Aqua one, Tucker if she remembered correctly, said. He pointed at her and though she couldn't tell for sure, but she was sure he was probably winking at her.

"Ummm, I'm 15?" Ruby muttered with a raised brow, remembering the time Yang told her to tell someone her age if they started acting like the boys who used to try to hook up with her older sister.

"And now I must go," Tucker abruptly said as he quickly turned around and started walking away.

"Yeah, real classy, Tucker," Church snarked. After the Aqua armored man left, Church turned back to the two visitors. "So what do you want Little Red?"

Now Ruby was getting even more annoyed after being called by the nickname that Roman gave her. But before she could tell them what she wanted she was interrupted… again.

"LITTLE RED?" shouted the same dopey voice as a guy in blue armor crashed through a door. "LIKE THE ONE IN THE STORY BOOKS!? WITH THE WOLF THAT'S THE ALLEGORY FOR A SEXUAL PREDATOR!"

"So does that mean Tucker's the wolf?" Grif said with a smirk behind his helmet.

"Fuck you dude," Tucker shouted at the orange armored man, pissed that they weren't going to let his little slip up go.

"No thanks man, I'm clearly not your type," Grif said with nothing but mirth. "I'm way too old for your taste."

Tucker growled and sprinted over before tackling Grif to the ground and started beating on him.

"Grif, you should be ashamed of yourself!" Sarge chastised. "If you're going to get beaten to death, at least put up enough of a fight that the dirty Blue will get tired by the time he finishes killing you!"

"Fuck you, Sarg- AGH!" he tried to retort only to be cut off by a punch to the head.

"Damn it you three!" Church shouted out before turning to the new guy. "AND DAMMIT CABOOSE, WHAT DID I SAY ABOUT LEAVING THE TIME OUT BOX!?"

"Time out box?" said ANOTHER guy in maroon armor. "Dude that was the supply closet."

"Simmons!" Grif shouted at the new guy who was now named Simmons. "Help me!"

"Nah. I'm pretty sure whatever you did you deserve this, fatass."

"FUCK YOU, YOU SON OF- GAH!" Grif was once again cut off by Tucker punching him.

"Pay attention to me when I'm beating the shit out of you, you fucker!" Tucker angrily demanded.

"Who wants a vegan smoothie?" another person asked, this one in purple armor.

"NO ONE!" everyone else shouted at once, even Grif and Tucker stopped to shout at him.

"Oooh~! Are we rough housing?" asked another person, this one wearing pink armor. "I'll get the body oil and wrestling tights!"

"Shut up Donut," Grif yelled before getting slugged by Tucker again. "Ow! Son of a bitch!"

As this insanity went on Horace let out a gulp as he wiped his brow. Maybe taking Ruby here was a mistake. Looking towards said teen the fruit ball enthusiast noticed whatever patience she had was now gone.

"WILL YOU ALL SHUT UP!?" Ruby shouted, causing everyone to stop and look at her. Even she was shocked at her outburst.

Tucker took a quick jab at Grif while still keeping his eyes on Ruby, seemingly out of habit.

"Ow, you fucker!" Grif snapped.

"Look! A bunch of crazy monsters attacked my home, and now I'm suddenly here, and I don't know where any of my friends or family are, and I was told you guys could help me! So _please_ help me!"

"Well…," said Church. "I guess we could point you in the right direction, but we're not the kind of people you should come to for help."

"Yeah," Tucker said in agreement as he got off Grif. "we tend to screw things up."

"Says you Blues," Sarge butted in as he stepped closer towards them. "We Reds never fail! We always make sure you fail alongside us!"

"That still counts as a failure Sarge," Grif said as he tried to get up, only to get kicked by Sarge. "DAMMIT!"

"You were asking for that one dude," Simmons snarked at his yellow friend.

"But, as I said, if you really want help you should talk to the boss or the boss lady." Church explained.

"And who would that be?" Ruby asked with a raised brow and a tilt of the head.

"That would be us," said a smooth voice as two new people walked through the doorway everyone else came from. The big thing about these two was the fact they weren't wearing any armor!

The first was a man, about six feet tall and had short brown hair with blond highlights, sharply styled sideburns, and green eyes. He wore an embroidered golden and olive vest over a high-collared shirt and tight black leather trousers with leather shin pads, and steel, open-backed sandals. He also had two crossed, gold-buckled belts with two pouches attached to either side and a collection of brightly colored rings and bracelets on his left hand, and a set of earrings in both ears. He had a confident smile on his face and projected the feeling that he was completely in control of everything.

The other was a tall and stunningly beautiful woman, a little taller than the man, but appeared much taller due to her long rabbit ears, which had white fur but brown tips. Her skin was a dark tan, and her thick white hair was tied into a ponytail that flowed down to her waist, while also framing the sides of her face. Her eyes were red, and her fingernails were long and clawlike, but even more eye-catching than all her rabbit-like features was her outfit. It could only be described as black armor style to look like lingerie, covering her private areas as well as providing some protection to the sides of her torso, but showing off both her navel, which was covered somewhat by a transparent white veil, and her thighs. It also covered her shoulders, and she wore long, elbow length gauntlets. Her legwear were elaborately designed iron greaves, that left a lot of skin open to see, and ended in what could be described as high heeled sandals. Finally was her headpiece, which was just as ornate but did well to cover her head, and frame the sides of her face. Her expression was very stoic, showing off almost no indication to emotion other than a slight furrowed brow which seemed to show she was annoyed. Ruby blushed as she looked over her. _She's… gorgeous. I hope I look even half that good when I get older. But that outfit, even Yang would blush at that._

"Glad to see you haven't burned down my shipping yard," the man said with mirth. "Was getting a bit worried with all the noise and all the crashing I heard."

"Do not joke about that," the woman said with a thick accent that Ruby couldn't quite place.

"U-Um… who are you?" Ruby asked.

Turning towards the young girl the well dressed man simply gave her a smirk as he and the woman walked towards her and Horace.

"Well now," the man said as he stopped just a few inches from the two. "This is surely a surprise, but a welcome one. It's been a while since we had a new customer."

"It's a good thing our 'workers' didn't scare her off," the rabbit-eared woman muttered as she gave the Reds and Blues a flat look.

"Um… 'Customer'?" Ruby asked. But sadly she was drowned out by the red and blues… again.

"What's that supposed to mean?" Church asked the woman, annoyance clear in his voice.

"Dude," Tucker hissed out to his friend. "Don't piss off the boss lady. Remember this is the chick that was able to go toe to toe with Tex!"

"Your little Blue friend is right!" Sarge said as he butted into the conversation. "You need to respect the chain of command!" he shouted before turning towards said woman. "Hoping you're having a fine day madam."

"Can you stop being a kiss ass," Church shot back. "Leave that to Simmons. If he wasn't so scared about being around a woman.

"Am not!" shouted Simmons who was a good distance away from the group. More precisely far away from the rabbit eared woman. "Also nice to see you Mr. Balthier, Miss. Fran."

The now named duo simply shook their heads at their employees' antics before turning their attention back towards Ruby.

"So now," Balthier said with his best charming smile. "What can I do for the young lady that went out of her way to see my modest shop?"

"Modest my ass…," Church muttered under his breath.

Ignoring his comment Ruby stepped forward and tried to give her best-determined look and shake off any nervousness she was feeling.

"I heard you could help me get back home," the red themed teen said as she stared directly at Balthier with a confidence that would have made her team proud. The thought of them almost made her winced in sadness, but she was able to work through the heartache.

Smiling at the young girl's bravado, the well dressed man rubbed his chin as a quirked an eyebrow.

"Well I'd be happy to," he said, raising Ruby's spirits. Finally, she could get home and make sure everyone is ok. "Just need to see what we have in stock and how much it will be."

"Wait, what?" Ruby muttered with a blank look as she could almost hear her world shattering around her.

"Well, I am running a business here. I'm more than happy to help, but I can't just give away my services for free. These things cost Munny," he said matter of factly.

"U-Uh… right… Um… I uh… Got some Lien…" she stumbled, reaching for her pocket.

"Lien?" Fran asked, cocking her head in confusion.

"Uh… yeah, you asked for money?"

"Oh, no I get it. We were confused by that the first time, too," Simmons explained. "The currency that's used is called Munny, that's M-U-N-N-Y."

"Yeah, it's fucking stupid," Grif commented.

"So if it's not Munny, then unfortunately it's not gonna work."

"... So basically… what you're saying is-" Ruby began, only to be interrupted.

"You're flat broke," Church stated flatly.

Ruby just dropped to her knees, her eyes blank and emotionless.

"Don't worry little red riding hood!" Caboose yelled out as he walked up to the distraught teen. "You could always work here with us! Then you could get a Gum Gum ship!"

"He means Gummy," Simmons corrected his fellow worker.

"That too!" Caboose said in agreement.

"Man now I'm hungry," Grif muttered. All this talk about gum made him want a snack. "Yo Horace, when's the next fruit ball game? I want to be there to clean up the mess."

"Of course you would, fatass," Simmons muttered.

"Uh, could we get back to the topic at hand here?" Horace asked. " I mean, I like Fruitball as much as the next guy-"

"Way more than the next guy," Church snarked.

"-but we really should be focusing on Ruby here."

"Right right," Balthier said, getting back on track. "But Caboose is right."

"Never thought I'd hear that," Church interrupted, getting a slap on the back of the head from Fran who gave the blue soldier a flat look.

"I'd be more than happy to allow you to work for me to earn enough to get your own ship." Balthier finished, ignoring him.

Ruby shot up to her feet, hope in her eyes. "Yes! Yes, anything! How long do you think that would take?"

"Hm…" Balthier brought his hand to his face as he thought. "Well, considering you'll need funds to feed yourself, and if you decide to live here at the shop to avoid rent costs, and assuming you don't cause any problems, I'd say… five years would be enough time for a cheap Gummy ship."

Yet again Ruby's world shattered around her after hearing that. Soon it became too much for her and she soon fell to her knees.

"No!" Ruby cried out. Tears running down her face. "That's too long!"

Horace quickly ran to her side trying to comfort the poor girl.

"Gee Ruby," he muttered as he patted the crying girls back. "Everythings going to be ok."

"No! It's not!" Ruby shouted. "Everyone I know could be in danger!"

"You don't know that," the horse person said while trying to calm Ruby down. All the while the red and blues watched on awkwardly. Fran gave Balthier a look, but the man simply shook his head. It was sad but they didn't run a charity and Gummy ships, even the cheap ones, weren't something you just gave away.

"There's… something! Something back home, that my friends are in danger from! I… Why can't I remember!? All I remember are those…" she started to shiver. "Those eyes… those horrible yellow eyes…"

This caught the attention of the reds and blues and the two shop owners.

"Yellow eyes…," Balthier muttered while his eyes narrowed. He had his suspicions for how someone from another world got here but the fact she ended up in this world and not the one most survivors end up gave him some doubts.

"Balthier," Fran began, coming to the same conclusion as her partner. But before they could ask Ruby anything everyone heard a scream from out.

**(play: Sinister Sundown Kingdom Hearts II)**

"Oh no," Balthier muttered.

"We're under attack!" Sarge shouted. "Come on men, we've been training for this! Battle stations! Emergency Plan Yellow!"

"Don't you fucking dare! I'm the only one that knows how to drive the new Warthog, remember?" Grif shouted as he and the rest of the Reds ran inside.

"I still like 'The Baconator,'" Donut said as he headed inside with the rest.

"Shut up, Donut!" Grif and Simmons shouted.

Tucker ran inside as well, only for Church to shout. "Hey, where the fuck do you think you're going?"

"What, you think I'm gonna let them have all the fun? It's been ages since I used my sword!"

"Sword?" Ruby muttered, her interest in weapons catching her attention.

"Stop talking about your dick in front of the teenager." Church snarked.

"Oh fuck you man, you know that wasn't an innuendo," Tucker complained as he ran off.

Church sighed. "Come on, Caboose."

"Okay!" the blue soldier happily replied.

"And don't help unless I tell you to, got it?"

"Okay!"

Ruby then turned to the purple one. "Aren't you going?"

"Nah, I'm just a medic. And a pacifist. I'll hang back unless anyone needs me," he replied.

"Fran, let's go. Horace, keep an eye on the girl," Balthier ordered as he and the bunny woman ran off while the horse man gave a nod.

Horace turned to Ruby. "Now Miss Ruby, we'd best listen to Mr.-" he stopped when he noticed the girl wasn't there, only a puff of rose petals. "... Oh, dear."

**(outside the shop)**

As the two made it outside they were quick to see where the screaming was coming from, much to their shock.

"Is that?" Balthier muttered as he saw the Queen of all people along with her royal retainer with her. But more shockingly than royalty being at his shop was the fact that some very familiar creatures were sounding them.

"Heartless," Fran hissed out as she glared at the dark creatures who were trying to attack the queen, but were being held back by said Queen's magic, but it was apparent that wasn't going to last for much longer.

"What should we do?" the rabbit-eared woman asked Balthier.

**(song end)**

But before he could say anything a blur of red made its way towards them.

"Heads up!" shouted Ruby, as she made her way towards the two before stopping near them.

"What are you doing here child?" Fran demanded. Eyes narrowing ever so slightly to show her displeasure. "We told Horace to watch after you."

"I know, but I couldn't just stand around if someone was in trouble," Ruby said with a determined look. "So what's going on? Who's in trouble…," Ruby muttered off once she laid eyes on the heartless.

Yet again her mind was filled with images. Of dark creatures, her friend's terrified faces, a dark orb in the sky tearing everything apart. As each image flashed in her mind, the pain from earlier came back worse and worse.

It got to the point where she had to grasp her head in pain and shut her eyes to try to block out the pain. All the while voices were screaming in her head.

_Heartless!_

_Key… blade?_

_RUBY!_

"NOOO!" screamed Ruby as she fell to her knees.

Seemingly in response the Heartless all stopped and turned to her, ignoring the Queen and everyone else.

"This… is bad," Fran said.

"Fran, get ready to… what is that music?"

**(Play: "Los Dos Laredos - Polkas y Huapangos")**

"YEEEEEEEEEEEHAW!" Sarge shouted as the vehicle he was in flew over a hill and landed on some of the Heartless. The vehicle looked like a military jeep made of kids blocks, all colored red except for the wheels and tires. Grif was in the driver's seat while Simmons was in the back with a mounted turret gun.

Sarge leaned out the side and blasted a Heartless with his shotgun, exploding it into mist. "Blammo! You just got Sarge'd!" he took aim and fired again. "And you just got Sarge'd! And you! And you!" he kept going as he shot more. "Grif, Simmons! Get to work!"

"Yes, sir!" Simmons replied as Grif started to drive, driving over any of the creatures he could. "Yeah, suck it black! And that's not a racist thing! Suck it, you yellow glowy-eyed bastards!" Simmons shouted as the laser cannon fired rapid bursts at the creatures.

Just then there was an explosion, destroying more of the Heartless. Balthier and Fran looked up and saw what looked to be grenades flying in, landing accurately in the middle of some Heartless and exploding and scattering the Heartless. "You get a bomb! And you get a bomb! All of you get bombs!" Donut called, throwing the grenades from several yards away.

"I… did not expect to see this today," Fran commented.

"Well, it seems they _are _competent at something other than breaking things," Balthier chuckled in amusement. "Also that explains were some of the spare Gummy blocks disappeared to."

"Told ya we can do this man!" Tucker shouted as he slashed some heartless with a LASER sword. "SWISH! SWISH! STAB!" he shouted as he acted out his yells.

"Time to serve the community in the only way that matters: with weapons and violence!" Sarge declared. "Don't worry, Your Majesty! The Reds are here to save the day!"

"We're here too, asshole!" Church shouted before firing his sniper rifle… and missing. "Fuck." He tried again. "Fuck!" One more time. "God fucking damn it, who fucks with sights on this thing!"

"You just suck, dude! STAB!" Tucker shouted back before stabbing another one in the head, dispersing it.

"Whatever, asshole!" He then turned to Caboose. "Hey Caboose, see those black things out there? They've come to be my new best friends."

Like a switch had been flipped, Caboose charged into a mass of Heartless, his voice suddenly deeper, and barreled through them despite the fact he had a gun. "MY NAME IS MICHAEL J. CABOOSE. AND I," he picked one of the Heartless up by head before jumping up and spiking it down into the other like volleyball. "HATE," he headbutted another into oblivion. "HEARTACHES."

"Heartless, idiot," Grif called.

"THAT TOO," Caboose replied before using his gun as a club.

"Oh my!" Minnie said as she covered her mouth in surprise. "What is going on?"

"Who cares!?" Daisy shouted as she grabbed Minnie's hand and led her through the now cleared path through the heartless. "Let's get out of here!"

"This way your Highness!" Fran said as she summoned a bow and sniped a few Dark Balls. Balthier soon followed and summoned a long rifle and nailed a shadow in between the eyes.

Ruby noticed this, their weapons appearing out of nowhere, and memories began to resurface. Memories of a bright light, and weapon the warded off the darkness.

_Key… blade?_

"Miss Rose!" she heard Balthier call, snapping her out of her trance and seeing one of the Heartless rushing towards her.

_How… How do I call it?_ She wondered, panicking as it bared down on her. She tried to remember what it felt like to wield it. As she began to search her memories she gathered up her courage, shouting a battle cry as she raced to meet her attacker.

"What the fuck is she doing!?" Tucker shouted.

_Remember… Remember what it felt like to look at the darkness and not flinch. The power… _She extended her hand back behind her, as her life flashed before her eyes… The faces of her friends and family… the faces of those she wanted to save…

**(Play: "Kingdom Hearts 2.5 ReMIX OST: Desire for All That is Lost)**

With one last scream of power she swung at the Heartless, just as a bright light came from her hand just in time to slice the creature in half. The world seemed to stand still as the very same weapon from before appeared in her hand, shining proudly in the sun as Ruby gave the Heartless a glare. A glare they seemed to return as soon as they saw the weapon that plagued them.

_KEYBLADE!_

"What in the sam hill is that!?" Sarge asked as everyone stared at the weapon the young girl was holding.

"Balthier," Fran said, something that sounded like surprise leaking into her voice.

"Daisy… is that..?" the Queen muttered. Looking at the weapon in the young girl's hand.

Could this be the key that her husband was looking for?

"Well, that would explain a few things," Balthier commented.

"You…" Ruby began before standing up and facing the creatures, righteous fury burning in her eyes. "You aren't going to hurt anyone else!" she declared as she took a battle stance, ready to fight.

"Yeehaw! That's right! Take down these varmints like a true red!" Sarge cheered as he went black to blasting away more Heartless. "See that blues!? We got a red who can do magic!"

"So what!?" Tucker shouted as he slashed another Heartless in two. "We'll just find a kickass teen girl with magic to join our side to even the odds."

"Shut the fuck up Tucker," Church shouted in annoyance at his friends screwed priorities. "Besides where are we going to find someone like that?"

Somewhere out there, a certain white themed girl sneezed.

"Gentleman," Balthier muttered as he shot a Heatless out of the sky that was trying to leap towards him. "Minds on the mission, we need to protect the Queen."

"He's right," Grif said with a nod while running over some shadows. "Besides I think that Ruby kid is outpacing you guys."

Sarge, Tucker, and Church turn their heads towards Ruby's direction, and true to Grif's words, she was cutting a huge chunk through the Heartless numbers.

"Ah! Can't let the Rookie take all the glory," Sarge yelled out before pumping his shotgun and running towards the fight. "Get ready men! CHARGE!"

As the Reds in the jeep drove over and blasted the enemies, Donut alternated between hurling grenades and firing his battle rifle, Tucker alternated between swishing and stabbing with his sword, and Church… directed Caboose to the next group of Heartless to destroy, the residents of Disney town who were hiding in their houses just looked on from their windows in confused awe at the ragtag bunch of soldiers.

"... You know what? This might be the first time I'm glad these fellows are here." Grandmaw commented, the others nodding with her. All of them had reluctantly hidden inside when the Heartless showed up on the Queen's orders while she held the Heartless back with her light magic.

Meanwhile Ruby slashed any Heartless that she could get close to, using her semblance to get away from any attacks, and Blathier and Fran picked off any that managed to get past them. The Reds and Blues would wipe out any Heartless that weren't paying attention and Minnie would help out with either knocking back any Heartless with her light magic or heal someone with a cure.

Seeing this a Darkball tried to lunge at the distracted Queen but was thankfully intercepted by Ruby who pointed her keyblade at the dark creature.

"FIRE!" the teen shouted as she launched a fireball at the Darkball. Killing it in a blaze of glory much to Sarge's joy.

"That's how you do it!" the red leader shouted. "Burn the enemy with the fiery passion of Red team!"

"Will you shut up!?" Church shouted as he stopped trying to use his sniper to shoot the Heartless and just started using it as a club to knock them away from the Queen and Daisy.

Within ten more minutes of fighting, it was all finally over.

**(song end)**

Most of the group were left panting after the fight. The ones in better shape were helping out the ones who were exhausted, or in Sarge's case, yelling at them.

"Dammit Grif!," Sarge yelled as he struck the panting orange soldier with a smack to the back of the head. "Why are YOU tired!? All you did was drive the warthog!"

"Still like the name Baconator more," Donut chimed in, being one of the fighters who wasn't tired. "It just fires with how red it is."

"Hey it's hard to handle this clunky thing!" Grif defended. "Did you have to make this thing so fast!?"

"Of course!" Sarge said with a nod. "If it's going to represent the Reds, it needs to be built based on our way of life!"

"So it needs to crash and burn before exploding?" Church snarked.

"Why you!" Sarge said as he readied his shotgun before pulling the trigger…, and got nothing as a result. "Dammit Grif! You forgot to bring extra ammo!"

"Enough, you two. Is that how you want to conduct yourself in front of the Queen?" Balthier chided.

They both looked to Minnie for a moment and then back to each other. Church rolled his eyes and muttered "Whatever."

Sarge lowered his weapon and bowed. "Sorry for that display, your majesty."

"Still can't believe he's actually showing someone that's not military respect," Tucker commented. Then, much to his surprise, Ruby was right next to him, staring at his sword with a sparkle in her eyes. "Uh…"

"Oh my gosh, that is so cool! That's an energy sword, right!? I've never seen one so advanced! What kind of Dust powers it!? Is it just hard light Dust, or are there any other additions!? How long did it take you to design it!? Does it transform into anything else!?"

"Dude, holy shit, what the hell!?" Tucker stumbled back.

"What's wrong, Tucker? I thought you wanted her to take a look at your sword?" Grif taunted.

"Fuck you, fatass!"

"Oh my gosh, I wonder what else it can do," Ruby squealed as she tried to grab the weapon from the confused blue. "Maybe it transforms into a laser pistol, or maybe it shoots waves of energy!"

"Or maybe it shoots laser puppies that shoot lasers from their eyes!" Caboose yelled out.

"Ms. Rose," Fran said in a cold tone that was somehow able to stop the scene that was unfolding, getting everyone's attention. "Come here, please."

"Huh? Um… okay," Ruby walked over, feeling nervous, Fran's tone of voice and the look she was giving her reminded her WAY too much of Glynda, and it was honestly freaking her out a little. "Uh… what do you need?"

"May we see that weapon of yours, please?" Balthier asked, extending his hand.

"Wha…, why?" Ruby asked with a bit of hesitation. She just got this strange weapon back and the thought of losing it again didn't sit well for her.

"Just need to see it for a quick second," the well dressed man said with a smirk. "Don't worry, I won't run off with it, swear on my honor."

"The honor of a pirate?" Daisy mocked while placing her hands on her hips and glared at the man.

"Daisy," Minnie muttered while trying to keep her friend from starting an unnecessary fight.

"Former Pirate, Sky Pirate to be more accurate," Balthier admitted with zero shame. Looking towards Ruby who now looked even more unwilling to part with her weapon. Balthier shook his head before extending his hand out again. "Now Miss. Rose, I promise you I just need to see it for a second, and if my suspicions are correct then you won't need to worry about me stealing it."

Ruby hesitated before giving it to him. Balthier examined it for a moment before taking a swing. There was a quick flash of light, the weapon disappearing before reappearing in Ruby's hand in another flash of light. "Well, that confirms it. One genuine Keyblade."

"Oh my! So I was right!" the Queen said with a slight gasp.

"To think the Key the King told Donald and Goofy to find ended up here instead," Daisy commented. "Fate likes to play games, it seems."

"Uh… what are you all talking about? And what's a Keyblade?" Ruby asked. "I mean, I know the name somehow, but I don't know what it is or what it does."

"What you have there is a powerful weapon, one the Heartless fear. The only thing that can truly destroy them," Balthier began to explain.

"And because they fear it, they come for you," Fran added. "They will never stop hunting you."

"Wait... does that mean those things showed up because of me!?" Ruby asked. "Oh my gosh, I'm so sorry!"

Looking down in guilt Ruby bit her bottom lip as the thought of the kind residents of Disney Town being hurt because of her made the young girl feel a pit in her stomach.

'_How could I do this?_' she thought with a good amount of self-loathing. '_I need to find a way to keep them from getting hurt but what can I-_"

Her thoughts were interrupted when she felt someone gently grasping her hand. Looking down, the silver-eyed girl locked eyes with the kind-hearted ones of the Queen who simply smiled at the distraught teen and gave her hand a gentle squeeze. "Now now, none of that. You didn't know, and you didn't mean to. Besides, you did the brave thing and defended us from them. You have no reason to be ashamed."

Ruby blinked for a moment, then smiled. "Thank you… um… who are you?"

"My name is Minnie. I'm the Queen of Disney town," she said happily.

**(play: Kingdom Hearts II Mickey Mouse Club March)**

"Q-Queen!?" Ruby stuttered before stepping back. She started to bow, but then stopped and tried to curtsey. "Excuse me, your Highness! Uh, I mean, um, I am humbled to be your, uh, presence, your Majesty," she stumbled, trying to show respect.

Minnie and Daisy giggled at that, and Blathier let out a chuckle as well. Even Fran had a slight smile on her face, though it disappeared quickly.

"Well, isn't she the respectful one," Daisy teased.

"As amusing as this all is, you are technically still correct, Miss Rose," Balthier cut in. "The Heartless will likely continue to come if you stay here. And that's one of the reasons why it seems you'll be getting your wish early."

"My wish?" Ruby asked, looking confused before her eyes lit up. "You mean you'll give me a ship!?"

"Well, in a sense. I sold one to another customer a while ago, and she still owes me a few more payments before she officially owns it. I think I might be able to convince her to give you a ride in exchange for wiping the rest of the debt clean. But we should hurry so as not to miss her, otherwise who knows how long we'll have to wait for her to be back."

**(song end)**

"Thank you! Let's go, quickly! I need to get back home as quickly as I can!" she smiled, only to notice that the smiles on the rest of their faces faded. "Wh-What's wrong?"

**(play: Kingdom Hearts RE Chain of Memories-Naminé)**

"Oh dear," Minnie muttered.

"Miss Rose… I'm afraid you're not going back home, you're going to where you _should _have been sent to," Balthier answered.

"Wh-What? Why!? Why can't I go home!?" Ruby demanded.

The group of adults could only stare at her in pity as the young girl stared at them with eyes filled with sadness and a need for answers. Answers that might end up breaking that strong and kind spirit she showed everyone today. The thought of that made even Balthier hesitant to give the young warrior the truth.

But…, she needed to know the truth if she was going to face the vast new world she was thrust in, and they all knew that,

"... We'll explain on the way. For now, just follow us," he said before walking off towards the edge of town, Fran, Daisy, and the Queen following.

Ruby sprinted after them. '_Everyone, I don't know what's going on, but I'll be back as soon as I can! Everyone, I hope you're okay!'_

**(song end)**

The group soon headed off towards the destination Balthier was leading them to.

All the while the Reds and Blues were just left there.

"Dude… what the fuck," Church said. "... Did we just get shoved to the background?"

"What the fuck!? Why does she get all the attention!? And a whole damn ship! She's not the only one with a key sword, why is she so special!?" Tucker complained.

"And you know what the worst part is? Her sword is bigger than yours." Grif added with a smirk.

Tucker responded by shouting and tackling Grif to the ground and started beating on him again. This resulted in the rest of the reds and blues shouting at the two, well Church and Sarge were shouting while Simmons and Donut just watched, and Caboose was trying to pet Horace who just arrived at the scene while the Disney Town residents exited the building once the Heartless were gone.

"Well that was something," Clara clucked while watching the shenanigans of the Reds and Blues.

"Your Majesty!" came a voice. The residents of Disney Town turned to see Max and a contingent of Royal Knights rounding the corner. "We heard the sounds of fighting and came as soon as we could! Are you…?" he trailed off seeing Tucker beating Grif in the face while the others either watched or cheered them on.

"So, how was your day?" Clarabelle asked.

While that was going on, Ruby and her new group were quickly making their way towards their new goal. Even if things were getting crazy the young silver eyed girl couldn't help but smile at the thought of getting one step closer to finding her friends.

It seems things were turning up for Ruby, the young teen could only hope her friends were doing ok.

**~~~~~~~(meanwhile. On another world.)~~~~~~~**

"I am not doing ok!" cried out a voice from an alleyway before a loud explosion of ice shook the ground and a bunch of Heartless were sent flying. Some more appeared and tried to rush in to kill whoever was killing their own, only to meet the same fate as what looked like a massive sword slammed down on them, forcing the weakest of the Heartless race to dissipate back to their realm.

**(play: Kingdom Hearts 1.5 HD ReMix -Traverse Town)**

Stepping out of the alleyway was none other than Weiss, panting while also wiping some sweat from her brow. Behind her was the same armored limb that helped her defend Ruby and herself back at Beacon. It swept it's massive sword to the side before disappearing into thin air.

Letting out a sigh the heiress breathed out another calming breath as she looked around, hoping no more Heartless showed up.

"Where am I?" she asked as her ice blue eyes scanned the area, not recognizing the layout. "This place doesn't look like any part of Vale."

Letting out a small growl of frustration the member of team RWBY started tapping her foot against the ground impatiently as she crossed her arms.

"Whatever," she said with a huff. "I just need to find the others and that dolt of a leader of mine before she gets into any more trouble."

Deciding that just standing around wasn't going to solve anything the white themed girl made her way towards what looked like an apartment building. Maybe someone there can tell her where she is.

"And when I find her, we need to talk about that Keyblade of hers," Weiss muttered while continuing towards her destination.

**(song end)**

"So you know about the Keyblade."

"What!?" Weiss gasped out as she turned around towards the direction of the voice. "Who's there!?"

Stepping out from the same alleyway that Weiss walked out was a tall male figure that put Weiss on edge.

The man looked to be in his mid-to late teens, with brown hair with bangs that were brushed out of his face and a long mullet in the back. His eyes were blue and piercing, with a harshness that she'd only seen from her sister. What was most eye catching was the diagonal scar running across his face, across the bridge of his nose down from right to left. He looked to her with a cold, almost emotionless expression.

His outfit was a short sleeved black leather jacket, unzipped to show off the white shirt underneath, as well as a necklace with a symbol that looked like a lion head combined with a cross. On the left shoulder was a red patch that looked like his necklace, and on the back were two small angelic wings, also red. He wore black leather gloves and had three brown belts tied around his left forearm. His shirt was tucked intoblack pants, which sported a vertical zipper going down the side of each leg and three buckles on his right and left thigh. He also wore two brown belts and one black one around his hips loosely, and a black one worn properly around his waist. His shoes were black and had a zipper running up each one.

"I was wondering who was making all that racket," the man said with a calm voice as he walked towards Weiss. Said girl stepped back while bringing the arm of her summoned creature for battle. "To think it's just some kid with strange powers, and knows about the Keyblade somehow."

"Who are you!?" Weiss screamed as her summon readied it's blade. "And what do you know of the Keyblade!?"

The man looked at Weiss with a flat look almost as if he wasn't bothered by her partial summon and simply sighed out in annoyance before pulling out a sword with a gun handle and with a chain with a silver lion emblem at the bottom.

"The name's Leon," the man said as he rested the blade on his shoulder. "And I need you to take a nap for a while."

**CHAPTER END**

**Hope you like this chapter.  
Yes this does take place in KH1 but don't worry, I'll be adding new worlds just for Ruby to explore. Though she will be helping Sora on his quest when it matters.  
And as you notice I will be adding more characters then the first game had.  
See ya!**


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